Information regarding number of shares purchased during the tender offer for shares of Zespół Elektrociepłowni Wrocławskich KOGENERACJA S.A. and the percent of votes on the General Meeting resulting from the tender offer

6/2018

15.03.2018 09:13

Art. 70 pkt 1 Ustawy o ofercie - nabycie lub zbycie znacznego pakietu akcji

Contents of the report

With reference to current report no. 3/2018 dated February 1, 2018, the Management Board of PGE Polska Grupa Energetyczna S.A. (the “Offeror”) discloses that as a result of the tender offer for sale of 2 383 999 (say: two million three hundred eighty three thousand nine hundred ninety nine) ordinary bearer shares issued by Zespół Elektrociepłowni Wrocławskich KOGENERACJA Spółka Akcyjna (the “Company”) announced on February 1, 2018 by the Offeror (the “Tender Offer”), the company PGE Energia Ciepła S.A. (the “Acquirer”) being subsidiary of the Offeror, on March 14, 2018 acquired 1 202 172 (say one million two hundred and two thousand one hundred seventy two) Company’s shares entitling to 1 202 172 (say one million two hundred and two thousand one hundred seventy two) votes on the General Meeting of the Company, representing (rounded to one hundredth of a percent) 8.07% of the total number of the Company’s shares and votes on the General Meeting of the Company.

Prior to the direct acquisition of shares of the Company being a result of Tender Offer, mentioned above, the Acquirer held 2 642 869 (say: two million six hundred forty two thousand eight hundred sixty nine) Company’s shares, entitling to 2 642 869 (say: two million six hundred forty two thousand eight hundred sixty nine) votes at the General Meeting of the Company, representing (rounded to one hundredth of a percent) 17.74% of the total number of the Company’s shares and votes at the General Meeting of the Company.

As of the date of this report, the Acquirer holds 3 845 041 (say: three million eight hundred forty five thousand forty one) Company’s shares entitling to 3 845 041 (say: three million eight hundred forty five thousand and forty one) votes at the General Meeting of the Company, representing (rounded to one hundredth of a percent) 25.81% of the number of votes at the General Meeting of the Company and (rounded to one hundredth of a percent) 25.81% of the total number of Company’s shares.

The entity being the subsidiary of the Acquirer, who holds the Company's shares, is Investment III B.V. As of the date of this announcement, Investment III B.V. holds 4 807 132 (say: four million eight hundred and seven thousand one hundred thirty two) Company’s shares, entitling to exercise 4 807 132 (say: four million eight hundred and seven thousand one hundred thirty two) votes at the General Meeting of the Company, representing (rounded to one hundredth of a percent) 32.26% of the total number of Company’s shares and votes at the General Meeting of the Company.

After the proceeding of Tender Offer, the Acquirer, jointly with its subsidiary Investment III B.V., has reached 58.07% of total votes at the General Meeting of the Company. The change in the number of votes took place as a result of the sale of shares on the Warsaw Stock Exchange (WSE) carried out and settled on March 14, 2018.

Legal ground: art. 70 point 1 of the Act of July 29, 2005 on Public Offering and Conditions Governing the Introduction of Financial Instruments to Organised Trading and Public Companies (consolidated text: Journal of Laws of 2016, item 1639, as amended)

Signatures of persons representing the company

Date Name Position and function
2018-03-15 10:13:10 Ryszard Wasiłek Vice-President of the Management Board
2018-03-15 10:13:10 Wojciech Kowalczyk Vice-President of the Management Board