Final purchase contract of Przedsiębiorstwo Wdrożeń Postępu Technicznego Elkomtech SA concluded
Further to the current report no 42/2013 dated 23rd December 2013, the Executive Board of Apator SA („Issuer”) announces that on 1st April 2014 the Issuer as the Buyer and natural persons – the shareholders of Przedsiębiorstwo Wdrożeń Postępu Technicznego Elkomtech SA („Elkomtech”) with headquarters in Łódź, as the Sellers („Seller”) concluded the final purchase contract of 14.005 registered shares of Elkomtech. Purchase price of shares of Elkomtech was PLN 98.411.970,72 that is PLN 7.026,92 per share.
Total nominal value of the above shares is PLN 700.250,00 (PLN 50,00 per share) and it is 100% share in share capital of Elkomtech and 100% total number of votes at its general shareholders meeting. The shares purchased are not charged by limited property right.
The conclusion of the final purchase contract depended on the fulfilment of the contingent conditions:
- decision of the President of the Office of Competition and Consumer Protection made allowing to take the control over Elkomtech or the decision that the taking the control over does not require this consent. Decision allowing taking the control over was made on 7th March 2014 (current report no. 15/2014 dated 7th March 2014);
- change in method and condition of employment of the members of Executive Board of Elkomtech and the receipt of financial statement prepared by Elkomtech for the financial year ending on 31st December 2013 – on 18th March 2014 The Issuer has received the confirmation of the fulfilment of the contingent conditions (current report no 16/2014 dated 18th March 2014 ).
The purchase of shares of Elkomtech is for the Issuer long-term investment and up to now activity of Elkomtech will be continued.
Financing of the purchase of the assets is based on bank loan. On 19th March 2014 the Issuer and Bank Handlowy w Warszawie SA concluded the long term loan contract up to the amount of PLN 100 m for financing of the purchase of the above investment (current report no 17/2014 dated 19th March 2014).
The Issuer points out that there are no connections between the Issuer and persons in management and supervisory bodies of the Issuer and entities that sold the shares of Elkomtech to the Issuer.
The criterion of being the basis for financial assets purchased to be considered as ones of significant value is total purchase price of the shares that has exceeded the threshold of 10% equities of the Issuer.
Elkomtech is leading supplier of IT systems of SCADA class for power engineering and remote control engineering equipment, protection equipment and other power grid equipment with swarm intelligence cooperating with the systems and providing the possibility of remote control and the supervision of power grid in the full scale voltage. The Company has been running its business for 25 years and it has significant share in power industry.
Legal basis: §5 para 1 point 1 of the Regulation of Minister of Finance dated 19th February 2009 regarding current and regular information being transferred by the issuers of securities and conditions to be considered as equivalent information required by law of the country not being the member of the EU (Dz.U. No. 33 item 259 with later amendments).
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