Glamox AS made an offer to acquire ES-System Spólka Akcyjna (WSE:ESS) from Augusta Investment Sp. z o.o., Bowen Investments S.a.r.l., Wysocki sp.j., Marta Pilszczek, funds managed by Quercus TFI S.A. (WSE:QRS) and others for approximately PLN 150 million on October 13, 2019. Pursuant to the terms of offer, Glamox will pay PLN 3.5 per share. The transaction will be financed from existing cash resources and unutilized amounts on Glamox' committed revolving credit facility. The completion of offer is subject to certain conditions including minimum tender of at least 66% shares, approval by the relevant competition authorities in Austria and Poland. Augusta Investment, Bowen Investments, Wysocki and Marta Pilszczek collectively holding 69.32% stake in Spólka Akcyjna gives an irrevocabe undertaking to sell their shares in response to a tender offer. As of November 18, 2019, Glamox got consent from Poland's office of competition and consumer protection. If Glamox received valid acceptance from at least 90% share holders of ES-System, then it will acquire the remaining shares via compulsory buy out. The offer is expected to commence on November 4, 2019 and will end on December 4, 2019. The settlement of the offer is expected to take place on December 10, 2019. As of December 5, 2019, the total number of subscriptions represent approximately 98.21% of all the shares and votes in ES-System. All other conditions to completion of the tender offer including regulatory approvals by the relevant competition authorities are concluded. The transaction is expected to be completed on or about 10 December 2019. Dan Cousens and Klaudia Królak of Linklaters C. Wisniewski i Wspolnicy Spolka Komandytowa acted as legal advisor for Glamox while mBank S.A. acted as intermediary in relation to the offer. Canaccord Genuity Group Inc. (TSX:CF) acted as financial advisor for seller in the transaction.

Glamox AS completed the acquisition of ES-System Spólka Akcyjna (WSE:ESS) from Augusta Investment Sp. z o.o., Bowen Investments S.a.r.l., Wysocki sp.j., Marta Pilszczek, funds managed by Quercus TFI S.A. (WSE:QRS) and others on December 9, 2019.