The Management Board of Wawel S.A. seated in Cracow ('Issuer') informs about receiving the notifictaion on 10th July 2019 from Mrs Nicole Opferkuch - Richter and Miss Laura Silvia Opferkuch, pursuant to Art. 69 section 1 point 1 in connection with Art. 69a section 1 point 3 and Art. 69 section 2 point 1 letter b) in connection with Art. 69a section 1 point 3 of the Polish Act of July 29, 2005 on Public Offering and the Conditions for Introducing Financial Instruments to the Organized Trading System and Public Companies (consolidated text Journal of Laws from 2019, item 623).

The content of the notification received by the Issuer and referred to above was sent in bilingual (Polish-English) version, however for the purpose of this current report, the Issuer's Management Board quotes the full text of the notification in Polish:

'NOTIFICATION PURSUANT TO ART. 69 SECTION 1 IN CONNECTION WITH ART. 69A SECTION 1 AND ART. 69 SECTION 2 IN CONNECTION WITH ART. 69A SECTION 1 OF THE ACT ON PUBLIC OFFERING

Acting in our own name, exercising the obligations defined in Art. 69 section 1 point 1 in connection with Art. 69a section 1 point 3 and Art. 69 section 2 point 1 letter b) in connection with Art. 69a section 1 point 3 of the Polish Act of July 29, 2005 on Public Offering and the Conditions for Introducing Financial Instruments to the Organized Trading System and Public Companies (consolidated text from the day of 7th February 2018; Journal of Laws from 2019, item 623) (hereinafter referred to as the 'Act'), we hereby notify that the number of shares held by us, i.e. Nicole Opferkuch - Richter and Laura Silvia Opferkuch, as a coproprietors, in connection with succession (hereinafter jointly referred to as the 'Notifiers') of the shares in the share capital of the company under the business name Wawel Spółka Akcyjna (joint-stock company) with its register office in Cracow (address: 14 Władysława Warneńczyka St., 30-520 Cracow, Poland), entered into the register of entrepreneurs of the National Court Register kept by the District Court for Kraków - Śródmieście in Cracow, XI Commercial Division of the National Court Register under KRS Number: 0000014525, holder of statistical Number (REGON): 350035154, Tax Identification Number: 676-007-68-68 (hereinafter referred to as the 'Wawel S.A.') has changed through the company established under Swiss law acting under the business name Hosta International AG with its register office in Münchenstein (Switzerland) (hereinafter referred to as the 'Hosta International AG') and which holds directly and indirectly through the subsidiary company (100% shares) acting under the business name WIK spółka z ograniczoną odpowiedzialnością (limited liability company) with its registered office in Cracow (address: 14 Władysława Warneńczyka St., 30-520 Cracow, Poland), entered into the register of entrepreneurs of the National Court Register kept by the District Court for Kraków - Śródmieście in Cracow, XI Commercial Division of the National Court Register under KRS Number: 0000032131, holder of statistical Number (REGON): 357138070, Tax Identification Number: 675-122-66-24 (hereinafter referred to as the 'WIK sp. z o.o.') 781,761 (in words: seven hundred eighty one thousand seven hundred sixty one) shares representing 52.13% (in words: fifty two and thirteen hundredth per cent) share in the share capital, entitled to 781,761 (in words: seven hundred eighty one thousand seven hundred sixty one) votes, representing 52.13% (in words: fifty two and thirteen hundredth per cent) in the overall number of votes in the Shareholders' Meeting of the Wawel S.A. in the following manner:

1. Date and kind of the event resulting in the change of the share of votes held which the notification concerns:

The change of the number of shares held by the Notifiers occurred due to succession in connection with obtaining by the Notifiers certificate of inheritance, borne with the Apostille dated on 4th of July 2019 after the deceased Hermann Opferkuch, the husband of Nicole Opferkuch - Richter and father of Laura Silvia Opferkuch, being the sole shareholder of the Hosta International AG, according to which and according to will of Hermann Opferkuch, each of the Notifiers acquired the 1/2 part of the estate, consisting of inter alia all shares in the initial capital of Hosta International AG which hold directly and indirectly through WIK sp. z o.o. 781,761 (in words: seven hundred eighty one thousand seven hundred sixty one) shares representing 52.13% (in words: fifty two and thirteen hundredth per cent) in the initial capital, entitled to 781,761 (in words: seven hundred eighty one thousand seven hundred sixty one) votes, representing 52.13% (fifty two and thirteen hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A.

2. Number of shares held before the change in the share of votes held and the percentage share of the shares in the share capital of the Wawel S.A. and number of votes attached to these shares and their percentage share in the total number of votes:

Before the change referred to in the point 1 above, the Notifiers held no, neither directly nor indirectly, share in the share capital of the Wawel S.A.

3. Number of currently held shares and their percentage share in the share capital of the Wawel S.A. and the number of votes attached to these shares and their percentage share in the total number of votes:

After the change referred to in the point 1 above, the Notifiers do not hold directly any share in the Wawel S.A., however the Notifiers hold indirectly towards the Hosta International AG and its subsidiary company - the WIK sp. z o.o. totally 781,761 (in words: seven hundred eighty one thousand seven hundred sixty one) shares representing 52.13% (in words: fifty two and thirteen hundredth per cent) share in the share capital of the Wawel S.A., entitled to 781,761 (in words: seven hundred eighty one thousand seven hundred sixty one) votes in Shareholders' Meeting, representing 52.13% (in words: fifty two and thirteen hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A., of which: (i) the Hosta International AG holds directly 57,040 (in words: fifty seven thousand forty) shares representing 3.80% (in words: three and eighty hundredth per cent) in the share capital of the Wawel S.A., entitled to 57,040 (in words: fifty seven thousand forty) votes in Shareholders' Meeting of the Wawel S.A., representing 3.80% (in words: three and eighty hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A.; (ii) the WIK sp. z o.o. (the subsidiary company to the Hosta International AG) holds 724,721 (in words: seven hundred twenty four thousand seven hundred twenty one) shares representing 48.32% (in words: forty eight and thirty two hundredth per cent) in the share capital of the Wawel S.A., entitled to 724,721 (in words: seven hundred twenty four thousand seven hundred twenty one) votes in Shareholders' Meeting of the Wawel S.A., representing 48.32% (in words: forty eight and thirty two hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A.

4. Subjects subsidiary to the shareholder making the notification that hold the shares of the company Wawel S.A.:

The subsidiary to the Notifiers, as a coproprietors, holding shares of the Wawel S.A. is the Hosta International AG which holds directly 57,040 (in words: fifty seven thousand forty) shares representing 3.80% (in words: three and eighty hundredth per cent) in the share capital of the Wawel S.A., entitled to 57,040 (in words: fifty seven thousand forty) votes in Shareholders' Meeting of the Wawel S.A., representing 3.80% (in words: three and eighty hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A. and which holds indirectly through its subsidiary - the company WIK sp. z o.o. 724,721 (in words: seven hundred twenty four thousand seven hundred twenty one) shares representing 48.32% (in words: forty eight and thirty two hundredth per cent) in the share capital of the Wawel S.A., entitled to 724,721 (in words: seven hundred twenty four thousand seven hundred twenty one) votes in Shareholders' Meeting of the Wawel S.A., representing 48.32% (in words: forty eight and thirty two hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A., which in total constitutes 786,761 (in words: seven hundred eighty six thousand seven hundred sixty one) shares representing 52.13% (in words: fifty two and thirteen hundredth per cent) in the share capital of the Wawel S.A., entitled totally to 786,761 (in words: seven hundred eighty six thousand seven hundred sixty one) votes in Shareholders' Meeting, representing 52.13% (in words: fifty two and thirteen hundredth per cent) in the overall number of votes in Shareholders' Meeting of the Wawel S.A.

5. Information about persons referred to in Article 87, section 1, point 3, letter c of the Act:

There are no persons and entities referred to in Article 87section 1, point 3, letter c of the Act in relation to the Notifiers.

6. Number of votes attached to the shares, calculated in the manner set out in Article 69b, section 2 of the Act, which it is entitled or obliged to acquire as the holder of the financial instruments referred to in Article 69b, section 1, point 1 of the Act and the financial instruments referred to in Article 69b, section 1, point 2 of the Act which are not exercised exclusively through a financial settlement, the type or name of such financial instruments, their expiry date and the date or time limit when the share acquisition shall or may take place:

The Notifiers are not entitled or obliged to acquire any shares of the Wawel S.A. as the holder of the financial instruments referred to in Article 69b, section 1, point 1 of the Act and the financial instruments referred to in Article 69b, section 1, point 2 which are not exercised exclusively through a financial settlement, therefore the number of votes attached to shares, calculated in the manner set out in Article 69b, section 2 of the Act equals 0 (in words: zero).

7. Number of votes attached to shares, calculated in the manner set out in Article 69b, section 3 of the Act, to which the financial instruments referred to in Article 69b, section 1, point 2 of the Act relate, whether directly or indirectly, the type or name of such financial instruments and the expiry date of such financial instruments.

The Notifiers do not hold votes attached to shares, calculated in the manner set out in Article 69b, section 3 of the Act, to which the financial instruments referred to in Article 69b, section 1, point 2 of the Act, therefore the Number of votes attached to shares, calculated in the manner set out in Article 69b, section 3 of the Act equals 0 (in words: zero).

8. Aggregate total number of votes specified under Article 69 section 4 points 2, 7 and 8 and its percentage share in the overall number of votes:

The aggregate total numberof votes specified under Article 69 section 4 points 2, 7 and 8 and held by the Notifiers together with the subsidiaries equals 0 (in words: zero).'

Attachments

  • Original document
  • Permalink

Disclaimer

WAWEL SA published this content on 10 July 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 10 July 2019 12:47:01 UTC