Current Report 18/2019

01/07/2019 • 17:42

Subject:

Information on the results of the Company’s share buyback programme carried out under the invitation to submit offers to sell shares

Content:

With reference to Current Reports No. 11/2019 dated 12 June 2019 and No. 15/2019 dated 18 June 2019 concerning the implementation of the share buyback programme of R22 S.A. (the “Company”) and the announcement of an invitation to submit offers to sell shares in R22 S.A., the Management Board of the Company hereby announces the results of the Company’s share buyback programme conducted by H88 S.A. (“H88”) under the invitation to submit offers to sell announced on 18 June 2019 (the “Buyback Programme”).

In connection with the implementation of the Buyback Programme, 80.000 bearer shares of the Company, with a nominal value of PLN 0,02 each, registered by the KDPW under ISIN code PLR220000018 (the “Own Shares”), will be acquired. The Own Shares will be acquired by H88 at a price of PLN 25 per Own Share, i.e. for a total price of PLN 2.000.000.

The Own Shares to be acquired represent 0,56% of the Company’s share capital and of the total number of votes at the General Meeting of Shareholders. The Own Shares acquired by H88 carry 80.000 votes at the Company’s General Meeting; however, pursuant to Article 362 § 4 in conjunction with Article 364 § 2, H88 may not exercise shareholder rights attached to the Own Shares, except for the right to dispose of them or to perform acts aimed at preserving such rights.

The planned date of execution and settlement of the transaction for the acquisition of the Own Shares is 3 July 2019. The transaction will take place outside the regulated market through mBank S.A. The total number of shares tendered by the Company’s shareholders for sale under the Buyback Programme amounted to 13 075 289. As the total number of shares tendered by the Company’s shareholders for sale under the Buyback Programme exceeded the total number of shares H88 intended to acquire under the Buyback Programme, H88 proportionally reduced the offers to sell the Company’s shares in accordance with the reduction rules described in detail in item 10 of the invitation to submit offers to sell. The average reduction rate of submitted offers to sell amounted to approx.