14/2020 - Issue and allotment of F and G series bonds

In reference to current reports no. 51/2019 of 27 September 2019 on long-term financing (”Long-Term Financing Report”); no. 59/2020 of 11 October 2019 on the entry into force of the long-term financing documentation, no. 79/2019 of 11 December 2019 on the resolutions adopted by the Extraordinary General Meeting on 11 December 2019, no. 3/2020 of 14 January 2020 on the resolutions adopted by the Extraordinary General Meeting on 14 January 2020, no. 11/2020 of 30 April 2020 on the determination of the terms of issue of F and G series bonds convertible to the Company’s D series shares, and no. 13/2020 of 7 May 2020 on the execution of the annex to the agreement between creditors of 13 June 2019, the Management Board of Trakcja PRKiI S.A. (“Company”) hereby informs that on 8 May 2020 a resolution was adopted on assigning all 11 764 705 secured F series registered bonds, convertible to the Company’s D series shares, with the nominal value of PLN 1.70 each and with the total value of PLN 19,999,998.50 (“F Series Bonds”) to Agencja Rozwoju Przemysłu S.A. based in Warsaw (“ARP,”) and assigning all 4 514 405 unsecured G series registered bonds convertible to the Company’s D series shares, with the nominal value of PLN 1.70 each and with the total nominal value of PLN 7,674,488.50 (“C Series Bonds”) to COMSA S.A.U based in Barcelona (“Comsa.”)

F Series Bonds and G Series Bonds (”Bonds”) were issued at the issue price equivalent to their nominal value. F Series Bonds are covered by collateral listed in the Terms of Issue of F Series Bonds, in particular by a contractual highest-priority mortgage on the Company’s real estate located in Bienkowice (Lower Silesia.) In addition, the Company provided statements on submission to execution pursuant to Article 777.1.5 of the Civil Procedure Code to the benefit of ARP and the administrator of collateral. G Series bonds are not covered. Bonds bear an interest rate based on WIBOR 1M increased by the agreed margin. Interest shall be calculated monthly, whereas the interest on G Series Bonds shall be paid at the earliest along with the purchase of G Series Bonds. The purchase date of Bonds shall fall on 30 December 2022. Bonds may be subject to earlier purchase in situations foreseen in law regulations, as well as in circumstances typical for this type of bonds as defined in the terms of issue for F Series Bonds and G Series Bonds, in account of the resolutions of the Company’s Extraordinary General Meetings. Bonds were issued pursuant to Article 33.2 of the Act on Bonds.

The issue of bonds constitutes an element of the long-term financing, as notified by the Company in the Report on Long-Term Financing.

The issue and the assignment of F Series Bonds to ARP were performer in accordance with the parameters defined in the Agreement Between Creditors of 13 June 2019, as further amended, between the following entities: mBank S.A. based in Warsaw, Credit Agricole Bank Polska S.A. based in Wroclaw, AXA Ubezpieczenia Towarzystwo Ubezpieczeń i Reasekuracji S.A. based in Warsaw, Credendo – Excess & Surety Societe Anonyme based in Brussels, operating in Poland through: Credendo – Excess & Surety Spółka Akcyjna Branch in Poland, Sopockie Towarzystwo Ubezpieczeń ERGO Hestia S.A. based in Sopot, Korporacja Ubezpieczeń Kredytów Eksportowych S.A. based in Warsaw, Generali Towarzystwo Ubezpieczeń S.A. based in Warsaw, Powszechny Zakład Ubezpieczeń S.A. based in Warsaw, Uniqa Towarzystwo Ubezpieczeń S.A. based in Warsaw, Bank Gospodarstwa Krajowego based in Warsaw, ARP, Bank Polska Kasa Opieki S.A. based in Warsaw, Comsa, the Company, and individual subsidiaries of the Company, and in the additional annex to the Agreement Between Creditor executed by the Company with ARP, as notified by the Company in the Long-Term Financing Report.

The issue and the assignment of G Series Bonds to Comsa were performed in accordance with the provisions of the Agreement on Common Terms of 27 September 2019 executed between mBank S.A. based in Warsaw, Credit Agricole Bank S.A. based in Wroclaw, Bankiem Polska Kasa Opieki S.A. based in Warsaw, Bank Gospodarstwa Krajowego, ARP, the Company, and individual subsidiaries of the Company, as notified by the Company in the Long-Term Financing Report.

Legal basis: Article 17.1 of the Market Abuse Regulation (MAR)