With reference to the information contained in the current report No. 27/2018 of 24 April 2018. Getin Noble Bank S.A. ("Issuer") informs that on June 21, 2018 it concluded through the brokerage house Mercurius Dom Maklerski Sp. z o.o. with a registered office in Warsaw, a conditional share sale agreement for the shares of the Noble Securities SA brokerage house. with headquarters in Warsaw ("the Company") for the benefit of Mr. dr. Leszek Czarnecki ("Agreement").
A condition precedent set out in the Agreement is obtaining by dr. Leszek Czarnecki of the PFSA decision on no objection to purchase of the Company's shares constituting 25.01% of the share capital of the Company and 25.01% of the total number of votes at the General Meeting of the Company's shareholders ("Shares") based on the provisions of the Act of 29 July 2005 on trading in financial instruments ("Condition").
Under the provisions of the Agreement, the Issuer, after fulfilling the Condition, will sell to the Lord dr. Leszek Czarnecki 874,036 (in words: eight hundred seventy four thousand and thirty six) ordinary registered shares with a nominal value of PLN 1.00 (one zloty each), constituting 25.01% of the share capital of the Company and 25.01% of the total number votes at the general meeting of shareholders of the Company for a total price of PLN 36,039,400.73. Before the sale of the Shares, the Issuer held 3,494,747 (three million four hundred and ninety thousand seven hundred and forty-seven) shares of the Company, representing 100% of the share capital of the Company and 100% of the total number of votes.
Furthermore, the Issuer informs that on June 21, 2018 he and Dr included Leszek Czarnecki, an agreement under which Dr. Leszek Czarnecki's call option entitling him to request that the Issuer sell subsequent shares of the Company in a number constituting 25% of the share capital and 25% of the total number of votes at the General Meeting of the Company's shareholders. The final execution of the call option will be conditional upon the Polish Financial Supervision Authority's failure to submit an objection to the intention to purchase the shares and exceed the threshold of 50% of the Company's share capital and 50% of votes at the General Meeting of the Company's shareholders. The use of the call option will be possible after the settlement of the conditional share purchase agreement.
Actions indicated above inthe Issuer's assessment will allow to recognize the loss of control over the Company and recognize a positive financial result on this account. Apart from the above, the Issuer further informs that according to the statement received from the Company, the Company is not the owner of an agricultural property of 0.3 ha or more, therefore the Agricultural Property Agency is not entitled to the pre-emption of the Shares (Act of April 11, 2003). about the shape of the agricultural system).
Legal basis: art. 17 sec. 1 of the Regulation of the European Parliament and the EU Council No. 596/2014 of 16 April 2014 on market abuse - confidential information
Source: company website, investor relations, current and periodic reports.