07.09.2012
Contribution of shares
Management Board of Stalprofil SA announces that in connection with the resolution of the Extraordinary General Meeting of Shareholders of Stalprofil Finanse Sp. z o.o. based in Dąbrowa Górnicza, of 7 September 2012, the share capital increase of the company and on the basis of the "Agreement for the transfer of shares in-kind contributions", concluded on September 7, 2012, by and between Stalprofil SA and Stalprofil Finanse Sp. z o.o., Stalprofil SA transferred to the subsidiary Stalprofil Finance Sp. z o.o. 19,739,000 shares of Izostal SA a nominal value of 2.00 PLN each, in return for taking the Stalprofil Finance Company Sp. z o.o. 1,622,546 shares with a nominal value of 100.00 PLN each.
The market value of in-kind package of 19,739,000 shares of Izostal that give 60.28% of votes at the General Meeting, is 162,254,600.00 PLN and is calculated by rounding up to the full amount of 162,254,580.00 PLN, which the product of the number of shares (19,739,000 units) and the unit price of PLN 8.22, calculated as the three-month average market price of the stock exchange listing on the Stock Exchange in Warsaw for the period from 1 June 2012 to 31 August 2012.
The book value of those financial assets reflected in the accounts of Stalprofil SA at the end of the first half of 2012 amounted to PLN 177,058,830.00, and the starting point for the calculation was the closing price of the shares of Izostal on the Warsaw Stock Exchange on 29 June 2012, which amounted to 8.97 PLN.
After the capital increase carried out, Stalprofil SA continues to be the sole shareholder of Stalprofil Finance Sp. z o.o., having 1,623,046 of its shares with a nominal value of PLN 162,304,600.
The core business of Stalprofil Finanse Sp. z o.o. is "other financial services, except insurance and pension funding" (PKD 6499Z). The company was registered on August 3, 2012, and the aim of its creation is to create, within the Group of Stalprofil SA an entity that will provide financial services, primarily for companies in the Group. Provided by the company Stalprofil Finanse Sp. z o.o. services provide the opportunity to minimize the financial cost of lending activities at the Group level through the use of the Group\'s own resources, while optimizing the use of resources and reduce the risk within the Group.
Above Izostal shares contributed in kind to Stalprofil Finanse Sp. z o.o., Stalprofil SA maintains full control, as under the provisions of the Articles of Association of Stalprofil Finanse Sp. z o.o. all major decisions of the company - including a vote on important resolutions at the General Meeting of Shareholders or disposal of Izostal shares - will require the approval of the Shareholders\' Meeting of Stalprofil Finanse Sp. z o.o., and therefore will require approval of the Board of Stalprofil SA. Single president of the Board of Stalprofil Finanse sp. z o.o. was appointed Mr. Henryk Orczykowski, who also serves as Vice President, Director of Development of Stalprofil SA
Financial assets contributed in kind to the company Stalprofil Finanse Sp. z o.o. are considered to be assets of significant value because their value exceeds 10% of the equity of the issuer.
The market value of in-kind package of 19,739,000 shares of Izostal that give 60.28% of votes at the General Meeting, is 162,254,600.00 PLN and is calculated by rounding up to the full amount of 162,254,580.00 PLN, which the product of the number of shares (19,739,000 units) and the unit price of PLN 8.22, calculated as the three-month average market price of the stock exchange listing on the Stock Exchange in Warsaw for the period from 1 June 2012 to 31 August 2012.
The book value of those financial assets reflected in the accounts of Stalprofil SA at the end of the first half of 2012 amounted to PLN 177,058,830.00, and the starting point for the calculation was the closing price of the shares of Izostal on the Warsaw Stock Exchange on 29 June 2012, which amounted to 8.97 PLN.
After the capital increase carried out, Stalprofil SA continues to be the sole shareholder of Stalprofil Finance Sp. z o.o., having 1,623,046 of its shares with a nominal value of PLN 162,304,600.
The core business of Stalprofil Finanse Sp. z o.o. is "other financial services, except insurance and pension funding" (PKD 6499Z). The company was registered on August 3, 2012, and the aim of its creation is to create, within the Group of Stalprofil SA an entity that will provide financial services, primarily for companies in the Group. Provided by the company Stalprofil Finanse Sp. z o.o. services provide the opportunity to minimize the financial cost of lending activities at the Group level through the use of the Group\'s own resources, while optimizing the use of resources and reduce the risk within the Group.
Above Izostal shares contributed in kind to Stalprofil Finanse Sp. z o.o., Stalprofil SA maintains full control, as under the provisions of the Articles of Association of Stalprofil Finanse Sp. z o.o. all major decisions of the company - including a vote on important resolutions at the General Meeting of Shareholders or disposal of Izostal shares - will require the approval of the Shareholders\' Meeting of Stalprofil Finanse Sp. z o.o., and therefore will require approval of the Board of Stalprofil SA. Single president of the Board of Stalprofil Finanse sp. z o.o. was appointed Mr. Henryk Orczykowski, who also serves as Vice President, Director of Development of Stalprofil SA
Financial assets contributed in kind to the company Stalprofil Finanse Sp. z o.o. are considered to be assets of significant value because their value exceeds 10% of the equity of the issuer.