investor relations
Subject: Change in the terms and conditions of issue of series JWX0116 bonds
Legal basis: Article 56(1)(2) of the Act on Public Offering - current and periodic information
Content of the report:
Pursuant to § 5 point 2 of the Regulation of the Minister of Finance of 29 March 2018 on current and periodical information provided by issuers of securities and the conditions for recognizing as equivalent the information required by the law of a non-Member State (Journal of Laws No. 2018 item 757), J.W. Construction Holding S.A. ("Company") informs that on 12 June 2020 the conversion agreement amending the terms and conditions of issue of series JWX0116 bonds, the number of which as at the date of the amendment is 5,150, issued on the basis of the Resolution of the Management Board of the Company of 24 April 2013 ("Bonds") was signed.
The amendment comprised the introduction of the following additional provisions to the terms and conditions of issue of the Bonds:
in point 7 the following paragraph 5 has been added
"The Issuer and the Bondholders cannot make a deduction (statutory or contractual) or a compensation having effects similar to the deduction of any debt by virtue of the Bond with any other debt".
in point 8 the following paragraph 3 has been added:
"The Issuer shall be entitled to make early redemptions of the Bonds at the request of the Issuer, on dates and amounts indicated by the Issuer, in accordance with the rules set out in the terms and conditions of issue of bonds series JWC0522 (ISIN PLJWC0000118) and series JW10522 (ISIN PLJWC0000126) issued by the Issuer, in particular within the limits for the permissible total amount of repayments of the Issuer's debts under the Bonds and the total amount of loans granted by the Issuer to Affiliated Parties (as defined in the aforementioned Articles of Association). The Commission shall be informed of the provisions of the Terms and Conditions of Issue) for the relevant period as indicated in Annex 2 thereto.
In point 8 the following paragraph 4 has been added:
"Redemption of the Bonds other than the one referred to in point 8.3 may be made only on condition that the Issuer pays in full in advance all debts under the bonds series JWC0522 (ISIN PLJWC0000118) and series JW10522 (ISIN PLJWC0000126) issued by the Issuer".
- the following point 12 paragraph 1 has been added:
"Any amendment to these Terms and Conditions of Issue requires the prior consent of the bondholders holding bonds issued by the Issuer of the JWC0522 (ISIN PLJWC0000118) and the JW10522 (ISIN PLJWC0000126) series in the form of a resolution of the meeting of the bondholders of each of the indicated bond series, but such consent is not required to:
- change the length of the Interest Calculation Periods for three-month periods starting from the date of the interest period starting on or after 16 November 2020;
- increase the interest rate of the Bonds to the WIBOR rate for 3-month deposits plus 5%, provided that interest accruing on the Bonds at such rate will be calculated not earlier than for the interest period starting on or after 16 November 2020.
Attachment 2 has been added:
"Attachment 2
PERIOD OF AMOUNT OF PERMITTED PAYMENTS TO LINKED ENTITIES (amounts are cumulative, i.e. amounts relating to earlier periods are covered by amounts for later periods)
from 31 December 2020 to 30 April 2021 - PLN 2,000,000
from 1 May 2021 to 31 July 2021 - PLN 4,000,000
from 1 August 2021 to 31 October 2021 - PLN 6,000,000
from 1 November 2021 to 31 January 2022 - PLN 8,000,000
from 1 February 2022 to 30 April 2022 - PLN 10,000,000
from 1 May 2022 to 30 June 2022 - PLN 12,000,000
"