Bulletin
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07 April 2011
Issuance of Netia’s series K shares and acquisition of shares by the Company’s Management Board member and managers (20/2011)
WARSAW, Poland – April 7, 2011 – Netia SA (“Netia” or the “Company”) (WSE: NET), Poland’s largest alternative provider of fixed-line telecommunications services, announced that it was notified about the settlement of a transaction by Krajowy Depozyt Papierów Wartościowych SA (National Depository of Securities) (“KDPW”), as a result of which the Company issued from its authorized capital on April 6, 2011 668,358 ordinary bearer series K shares with a nominal value of PLN 1 each (“Series K Shares”), which give the right to 668,358 votes at Netia’s general meeting of shareholders.
The Series K Shares were issued due to the exercise of stock options by one Management Board member, five persons who hold managerial positions (but not management board members) and one entitled person who held managerial position in the past (but not a management board member). These stock options were granted under the performance stock option plan adopted by Netia’s Supervisory Board on June 28, 2002, as amended. By resolution No. 218/03 of May 14, 2003, the Management Board of KDPW assigned the Series K Shares with the PLNETIA00097 code.
Netia’s issued and outstanding share capital, following this issuance is PLN 391,042,968 and represents 391,042,968 shares, PLN 1 par value per share, each share giving the right to one vote at Netia’s general meeting of shareholders.
The Series K Shares were issued due to the exercise of rights attached to 1,917,872 ordinary bearer Series III notes, authorizing their holders to subscribe for the Series K Shares prior to the Company’s shareholders, having a nominal value of 1 grosz (PLN 0.01) each (“Series III Notes”). In connection with the exercise of rights from the Series III Notes, the Company bought and redeemed 1,917,872 Series III Notes.
Pursuant to the above, Netia received the following notifications regarding the subscription of newly issued Series K Shares of the Company for the issue price of PLN 1 per share, in compliance with the prospectus for the Company shares and bonds dated 17 April 2002, as amended, following the exercise of options granted pursuant to the Plan:
The Series K Shares were issued due to the exercise of stock options by one Management Board member, five persons who hold managerial positions (but not management board members) and one entitled person who held managerial position in the past (but not a management board member). These stock options were granted under the performance stock option plan adopted by Netia’s Supervisory Board on June 28, 2002, as amended. By resolution No. 218/03 of May 14, 2003, the Management Board of KDPW assigned the Series K Shares with the PLNETIA00097 code.
Netia’s issued and outstanding share capital, following this issuance is PLN 391,042,968 and represents 391,042,968 shares, PLN 1 par value per share, each share giving the right to one vote at Netia’s general meeting of shareholders.
The Series K Shares were issued due to the exercise of rights attached to 1,917,872 ordinary bearer Series III notes, authorizing their holders to subscribe for the Series K Shares prior to the Company’s shareholders, having a nominal value of 1 grosz (PLN 0.01) each (“Series III Notes”). In connection with the exercise of rights from the Series III Notes, the Company bought and redeemed 1,917,872 Series III Notes.
Pursuant to the above, Netia received the following notifications regarding the subscription of newly issued Series K Shares of the Company for the issue price of PLN 1 per share, in compliance with the prospectus for the Company shares and bonds dated 17 April 2002, as amended, following the exercise of options granted pursuant to the Plan:
| Function | Number of exercised options | Date of subscribing the Series K Shares | Number of Series K Shares subscribed following the exersice of options |
|---|---|---|---|
| Member of the Management Board | 866,500 | April 6, 2011 | 338,786 |
| A person who holds managerial position in the organisational structure of the Company, who is currently under a termination period of his employment contract with the Company, having permanent access to inside information related, whether directly or indirectly to the Company and authorised to make decisions concerning the Company’s development and economic prospects | 262,500 | April 6, 2011 | 90,449 |
| A person who holds managerial position in the organisational structure of the Company, having permanent access to inside information related, wheather direclty or indirectly, to the Company and authorised to make decisions concerning the Company's development and economic prospects | 183,750 | April 6, 2011 | 59,992 |
| A person who holds managerial position in the organisational structure of the Company, having permanent access to inside information related, wheather direclty or indirectly, to the Company and authorised to make decisions concerning the Company's development and economic prospects | 211,372 | April 6, 2011 | 52,896 |
| A person who holds managerial position in the organisational structure of the Company, having permanent access to inside information related, wheather direclty or indirectly, to the Company and authorised to make decisions concerning the Company's development and economic prospects | 131,250 | April 6, 2011 | 46,494 |
| A person who holds managerial position in the organisational structure of the Company, having permanent access to inside information related, wheather direclty or indirectly, to the Company and authorised to make decisions concerning the Company's development and economic prospects | 131,250 | April 6, 2011 | 33,247 |
| Total: | 1,786,622 | 621,864 | |
| Entitled person who held managerial position in the past | 131,250 | 46,494 | |
| Total | 1,917,872 | 668,358 |