Bulletin
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19 December 2014
Intercompany transaction: Netia’s subsidiary purchased securities issued by the Company (90/2014)
The Management Board of Netia S.A. (hereinafter referred to as “Netia” or the “Company” or the “Issuer”) informs that on 18th December 2014 its subsidiary company Netia Brand Management Spółka z ograniczoną odpowiedzialnością with its seat in Warsaw, purchased 2 (two) series A3 registered bonds, issued by the Company, bearing numbers 01 (one) and 02 (two) each of a nominal value of PLN 10.000.000,00 (ten million) for a total nominal value of PLN 20.000.000,00 (twenty million) (hereinafter referred to as the “Bonds”).
The key terms and conditions of the Bonds are as follows:
The nominal value of one Bond is equal to the issue price and amounts to PLN 10.000.000,00 (ten million). The total nominal value of the Bonds is equal to the issue price of the Bonds and amounts to PLN 20.000.000,00 (twenty million). The Bonds are non-transferable. The Issuer is obliged to redeem the Bonds on 18th December 2019 (hereinafter referred to as the “Redemption Date”) by payment of the nominal value together with due and unpaid interests.
The Issuer has the right to repurchase the Bonds before the Redemption Date. The Issuer has the right to make a partial repurchase of the Bonds before the Redemption Date. Earlier repurchase of the Bonds takes place by payment of the nominal value of the Bonds together with due and unpaid interests, increased as follows:
a) 3% of the nominal value of the Bonds in the case of repurchase within 3 years before the Redemption Date,
b) 2% of the nominal value of the Bonds in the case of repurchase within 2 years before the Redemption Date,
c) 1% of the nominal value of the Bonds in the case of repurchase within one year before the Redemption Date.
The Bonds bear annual interest at Wibor 6M rate increased by a margin of 2,5 %, throughout the whole period of validity of the Bonds until the Redemption Date or an earlier repurchase date. The interest periods are half yearly. The first interest period commences on the date of issue of the Bonds.
Interest is payable on the last day of a particular interest period. The interest for the last interest period will be paid together with payment of the nominal value of the Bonds on the Redemption Date or on a date of earlier repurchase. The Bonds are not secured.
The value of the assumed liabilities of the Issuer as of 30th September 2014, i.e., the last day of the quarter preceding the publication of the offer to purchase, amounts to PLN 1.184.518.000.
Projected liabilities of the Issuer as of the Redemption Date are estimated at the amount of PLN 250.453.000.
The Bonds were issued based on article 9 point 3 of the Polish Bond Law dated 29 June 1995 (Journal of Law dated 2001, No. 120 pos.1300, as amended). The legal basis of the purchase of the Bonds is the Issuer’s offer and the acceptance of the Issuer’s offer.
The purpose of the Bonds issue is the optimization of the financial liquidity in the Netia Group; proceeds from the Bonds issue will be used to fund the on-going operations of the Company.
Legal basis:
§ 5 item 1 point 6 in connection with § 12 of the Regulation of the Minister of Finance dated 19 February 2009 on current and periodic information published by issuers of securities and conditions for recognising as equivalent the information required by law of a non-member state (Journal of Law dated 2009 No. 33 pos. 259).