Legal basis: Article 70, item 1 of the Offer Act – information about changes in the number of shares held
Report Subject:Receipt of notices pursuant to Article 70, item 1 of the public offering act and terms and conditions of introduction of financial instruments to the organised trading system and of the public companies.
Acting on the basis of Article 70, item 1) of the act of 29 July 2005 on the public offering and terms and conditions of the introduction of financial instruments to the organised trading system and of public companies (Journal of Laws, No 184, item 1539 as amended) J.W. Construction Holding S.A. with its registered office in Ząbki (“the Company”), hereby reports that the following notification was received on 23 Dec. 2016 from Mr. Józef Wojciechowski:
“NOTICE OF CHANGE IN THE STATUS OF SHARES HELD (“Notice”)
I, the undersigned, Józef Kazimierz Wojciechowski (hereinafter referred to as the “Shareholder”), acting on my own behalf, pursuant to Article 69, par. 1, item 2 of the act of 29 July 2005 on the public offering and the terms and conditions of the introduction of financial instruments to the organised trading system and of public companies (consolidated text: Journal of Laws 2016, item 1639, as amended) (hereinafter referred to as the “Offer Act”), hereby inform you about changing the existing status of shares held by J W. Construction Holding S. A. (hereinafter referred to as the “Company”).
The change in the shareholding status of the Company by the Shareholder took place on 22 December 2016 as a result of the settlement of the transaction whereby the Shareholder contributed a non-cash contribution in the form of 15,351,700 (fifteen million three hundred fifty one thousand seven hundred) shares of the Company representing about 17.28% of the Company's share capital, representing the right to 15,351,700 (fifteen million three hundred fifty one seven hundred) votes at the Company’s General Meeting, representing about 17.28% of the total number of votes in the Company (hereinafter referred to as “Contribution in Kind), to cover the share capital increase of the Company named EHT Société Anonyme with its registered office in Luxembourg (hereinafter “EHT”), an entity 100% dependent on the Shareholder.
Before the contribution in kind was made, the Shareholder had held, directly, 23,917,739 (twenty three million nine hundred and seventeen thousand seven hundred thirty nine) shares of the Company, representing about 26.92% of the Company's share capital, giving the right to 23,917,739 (twenty three million nine hundred and seventeen thousand seven hundred thirty nine) votes at the Company's General Meeting, representing about 26.92% of the total number of votes in the Company.
Currently, the Shareholder directly holds 8,566,039 (eight million five hundred and sixty six thousand thirty nine) shares of the Company, representing about 9.64% of the Company's share capital, giving the right to approx. 8,566,039 (eight million five hundred and sixty six thousand thirty nine) votes at the General Meeting of the Company, representing about 9.64% of the total number of votes in the Company, and indirectly (through EHT), the Shareholder holds 47,846,225 (forty seven million eight hundred and forty six thousand two hundred and twenty five) shares of the Company, representing about 53.84% of the Company's share capital, giving the right to 47,846,225 (forty seven million eight hundred and forty six thousand two hundred and twenty five), representing about 53.84 % of the Company's share capital, giving the right to 47,846,225 (forty seven million eight hundred and forty six thousand two hundred and twenty five) votes at the Company’s General Meeting, representing about 53.84% of the total number of votes in the Company.
EHT is the sole subsidiary of the Shareholder holding the Company’s shares.
As of the date of submitting this Notification, EHT holds directly 47,846,225 (forty seven million eight hundred and forty six thousand two hundred and twenty five) shares of the Company, representing about 53.84% of the Company's share capital, giving the right to 47,846,225 (forty seven million eight hundred and forty six thousand two hundred and twenty five) votes at the Company's General Meeting, representing about 53.84% of the total number of votes in the Company.
The Shareholder hereby states and represents that it is not a party to the agreements whose subject matter is to delegate the power to exercise the voting rights in the Company to any persons referred to in Article 87, par. 1 of the Offer Act.