ANNOUNCEMENT OF SUBSCRIPTION OF NEW SERIES D SHARES OF THE COMPANY KRAKOWSKIE ZAKŁADY AUTOMATYKI S.A. WITH REGISTERED OFFICE IN KRAKOW in the second pre-emptive right period

Acting pursuant to the article 434 § 2 read with the art. 435 of the Commercial Companies Code, the Management Board of Krakowskie Zakłady Automatyki S.A., seated in Krakow, entered into the Register of Entrepreneurs of the National Court Register by the District Court for Krakow – Śródmieście in Krakow, XI Economic Division of the National Court Register under KRS number 0000031035, hereinafter referred to as the ,,Company’’, hereby offers to take up 19,990 (in words: nineteen thousand nine hundred and ninety) ordinary series D bearer shares on a closed subscription basis with pre-emptive right.

  1. It is hereby announced that the closed subscription was opened on the day following the day of publication of the first Announcement of the closed subscription of D series Shares of Krakowskie Zakłady Automatyki S.A. in Krakow in MSiG, i.e. on 10th May 2023, and the subscription shall be closed on 30th July 2023.
  2. As the pre-emptive right to shares was not exercised within the first deadline, the Management Board informs that 19,990 (in words: nineteen thousand nine hundred and ninety) D series ordinary bearer shares of Krakowskie Zakłady Automatyki S.A. in Krakow remain to be taken up. The issue price of one share of series D is PLN 300.00. ( three hundred zlotys).
  3. The resolution to increase the share capital by closed subscription and to amend the Articles of Association was adopted on 21st April 2023.
  4. The share capital is to be increased by the amount of PLN 200,000.00. (two hundred thousand zlotys).
  5. 19,990 ( nineteen thousand nine hundred and ninety) Series D ordinary bearer shares with a nominal value of PLN 10 each are subject to subscription rights.
  6. The issue price per share shall be PLN 300.00. ( three hundred zlotys).
  7. The Pre- emptive Right Day, in accordance with Resolution No. 5 of the Extraordinary General Meeting of the Company under the name: Krakowskie Zakłady Automatyki Spółka Akcyjna, seated in Krakow, dated April 21, 2023, on increasing the share capital by closed subscription and amending the Articles of Association, has been set at April 22, 2023.
  8. Persons entitled to subscribe for Series D Shares in exercise of the pre- emptive right to these shares shall be those who are Shareholders of the Company on April 22, 2023, with Shareholders having priority to subscribe for new Series D Shares in relation to the number of shares held on the Pre-emptive Right Day. For each one share of the Company existing on the Pre-emptive Right Date ( Series A and Series C), the Shareholder at the end of the Pre-emptive Right Date will be entitled to one pre-emptive right to take up Series D Shares. One Pre-emptive Right will entitle the Shareholder to take up 0.13441041 Series D Shares. The number of shares calculated in this manner shall be rounded down to the whole number.
  9. Subscriptions for new issue D Shares under the second Pre-emptive Right term will be accepted until 30th July 2023 starting from the day following the day of publication of this second announcement of the closed subscription of D Shares of Krakowskie Zakłady Automatyki S.A. in Krakow in the MSiG.
  10. Payments for series D shares subscribed for shall be made to the Company’s bank account held by the bank: PKO BP 23 1020 2892 0000 5502 0458 0330. Payments for subscribed series D shares in the amount of PLN 300.00. ( three hundred zlotys) per share should be made in full, however, full payment for subscribed series D shares should be received no later than at the time of placing the subscription order. Failure to make a full payment for the shares included in the subscription order shall result in the invalidity of the subscription order, and the Company’s Management Board shall not be able to allot Series D Shares to a person who has not paid in full for the subscription order placed.
  11. At the second pre- emptive right period:
  • shareholders may subscribe for any number of D Shares, but not more than the total number of shares not taken up on the first date and remaining to be taken up;
  • if the number of orders exceeds the number of remaining Series D shares to be taken up, each subscriber will be allotted such percentage of the shares not yet taken up as he or she is entitled to in the existing share capital; the remaining shares will be distributed equally in relation to the number of applications, except that fractions of shares attributable to individual shareholders shall be deemed not taken up;
  • the number of shares allotted to each Shareholder in accordance with item 2 above may not be higher than the number of shares for which he has placed an order;
  • The Management Board will allocate the remaining not taken up shares to the largest Shareholder at the issue price.
  1. The share subscription form can be found on the Company’s website www.kza.krakow.pl under Corporate Governance bookmark.
  2. Subscribers shall cease to be bound by the subscription if the issue of D Shares is not submitted by the Management Board for registration by filing an application for entry of the share capital increase in the register by September 23, 2023.
  3. The Company will announce the allocation of shares within two weeks of the subscription closing date.
  4. In the event that the issue of shares is not completed or the deadline for filing a new issue with the registry court expires, or an adjudication refusing to enter the share capital increase in the registry becomes final, refund of amounts paid for series D shares will be made by transfer to the Shareholders’ bank accounts indicated in the subscription form.

Subscription form for shares of Krakowskie Zakłady Automatyki S.A.
to download below

Subscription form for shares of KZA S.A.

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