2015-09-29 18:00:19

Current Report No. 22/2015

Date: 29 September 2015

Topic: Adoption of a resolution on the issue of series C bonds and the buy-back and cancellation of bonds marked with the ISIN code PLGPW0000033

Legal basis: Article 56.1(1) of the Offering Act - inside information

Further to Current Reports No. 20/2015 of 2 September 2015 and 21/2015 of 18 September 2015, the Warsaw Stock Exchange ('GPW', 'Company' or 'Issuer') informs that the GPW Management Board passed Resolution No. 989/2015 concerning an issue of series C unsecured bearer bonds ('Bonds') on 29 September 2015.

In connection with the value of the declarations presented by bondholders concerning the buy-back of series A and B bonds, the series C Bond issue will include up to 1,250,000 Bonds with a total nominal amount up to PLN 125,000,000. The nominal amount will be PLN 100 per Bond and the issue price will be PLN 100 per Bond. The Company will publish the final value of the Bond issue in a current report on the date of the issue.

The Bonds will be issued on 6 October 2015 and their maturity date will be 6 October 2022. The Bonds will be unsecured.

The Bonds will be issued according to the Bond Law of 15 January 2015 ('Bond Law'). The Bonds will not have paper form. The Bonds will be offered pursuant to Article 33.2 of the Bond Law by approaching no more than 149 named investors with a proposal to buy the Bonds.
It is the intention of GPW to have the Bonds introduced to the alternative trading system on Catalyst.

The Bonds will bear interest at a fixed interest rate of 3.19% per annum. Interest on the Bonds will be paid semi-annually on the following dates: 6 April 2016, 6 October 2016, 6 April 2017, 6 October 2017, 6 April 2018, 6 October 2018, 6 April 2019, 6 October 2019, 6 April 2020, 6 October 2020, 6 April 2021, 6 October 2021, 6 April 2022, 6 October 2022.

The Bonds will be redeemed on 6 October 2022 through the payment of the nominal value of the Bonds to the bondholders.

The debt of the GPW Group was PLN 427,962 thousand as at 30 June 2015, including PLN 244,309 thousand of long-term debt under issued bonds marked with the ISIN code PLGPW0000033 whose partial redemption announced by the Issuer is to be financed with cash raised through the Bond issue. The aforementioned debt of the GPW Group includes a dividend of PLN 100,733 thousand paid out on 4 August 2015.

The outlook of the Company's debt until the complete redemption of the Bonds and the Issuer's capacity of meeting its obligations under the Bonds should be considered taking into account the statements and information published by the Issuer as a public company pursuant to the Act on Public Offering, the Conditions of Introducing Financial Instruments to the Organised Trading System, and Public Companies of 29 July 2005.

In its Resolution, the Management Board of the Company also approved the buy-back of the part of bonds issued by GPW marked with the ISIN code PLGPW0000033 from the bondholders at a price of PLN 101.20 per bond in order to have the bonds cancelled.

The bonds marked with the ISIN code PLGPW0000033 will be bought back with cash raised by the Issuer through the issue of the series C Bonds and the final value of the buy-back will be determined on 6 October 2015.

Legal basis: Article 56.1 and Article 56.2 of the Act on Offering - inside information, current and periodic information, and § 5.1 (11) and § 17 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information provided by issuers of securities and on conditions under which information required by legal regulations of a third country may be recognised as equivalent.

Signatures of the Company's representatives:
Paweł Tamborski - President of the Management Board
Karol Półtorak - Vice President of the Management Board

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