-- The Offering is expected to comprise a primary component with approximately PLN 1.0 billion of expected gross proceeds to the Group, as well a secondary component by existing shareholders, including the Group's private equity owners and certain directors and members of management. -- The Group intends to use the expected net proceeds of the issue of new Shares, together with borrowings under a new credit facility a to repay its outstanding debt in order to improve its net leverage. -- It is the intention of the Group and its shareholders to create a meaningful free float in the Shares on Admission. -- An application is expected to made for the Admission to trading on the
regulated (main) market of the Warsaw Stock Exchange. -- The Offering consists of (i) a public offering in the territory of Poland (the "Polish Public Offering"), including (a) a retail offering and (b) an institutional offering; (ii) the offering in the United States to certain qualified institutional buyers, as defined in and in reliance on Rule 144A, or another exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act; and (iii) an offering to certain other institutional investors outside of the United States and Poland in accordance with Regulation S under the U.S. Securities Act. The Polish Public Offering is being conducted exclusively within the territory of Poland. -- The Group and the selling shareholders intend to allocate up to 5% of the final number of the Offer Shares in aggregate to the Retail Investors. -- All employees who are employed by the Group as at the listing date, and who do not hold any Shares pursuant to historic investment arrangements, will receive a one-off Share award with a value of PLN 10, 14 Sep. (USD 2,570) - , vesting 360 days after the listing date. -- Corporate governance and other board-related matters will be described in the prospectus, when published. A list of proposed board members is included at the bottom of this announcement. -- Additionally, the Group has entered into a commitment letter with lenders for a new PLN 5.5 billion five-year senior secured term loan and a PLN 500.0 million (equivalent) multi-currency revolving credit facility that will be used to refinance all of the Group's indebtedness under its existing credit facility.
The Group has engaged Goldman Sachs International and Morgan Stanley & Co. International plc, as global coordinators and joint bookrunners; Barclays Bank PLC, BofA Securities Europe SA, Citigroup Global Markets Limited and Dom Maklerski Banku Handlowego S.A., as joint bookrunners; Santander Bank Polska S.A and BM PKO BP as joint bookrunners and co-offering agents in Poland in connection with its offer to retail investors; and Bank Polska Kasa Opieki Spólka Akcyjna, Crédit Agricole Corporate and Investment Bank, Erste Group Bank AG, Pekao Investment Banking S.A. and Raiffeisen Centrobank AG, as co-lead managers, in the event the IPO proceeds.
Lazard & Co., Limited ("Lazard") is acting as Financial Adviser to the Group
The Issuer will be submitting a prospectus to the Luxembourg Financial Supervisory Authority (Commission de Surveillance du Secteur Financier) ("CSSF"). The prospectus has been prepared in accordance with the Prospectus Regulation and the Luxembourg Prospectus Law, as well as with the Act on Public Offering and other applicable legislation governing the public offering of securities in Poland. When the Prospectus is approved by the CSSF it will be published on the Luxembourg Stock Exchange's website (www.bourse.lu), and once its approval has been notified by the CSSF to the Polish Financial Supervision Authority (Komisja Nadzoru Finansowego), it (together with its summary translated into Polish) will be published on the Issuer's website, for information purposes, and the co-offering agents' websites.
For additional information, please contact:
FTI Consulting (London)Edward Bridges, Matt Dixon, Adam Davidson, Mike Coombes
+44 (0)20 3727 1017