The programme for gratuitous acquisition of own shares for their redemption without remuneration and reduction of the share capital
The Executive Board of Apator SA announces that based on the Resolution No. 7/I/2012 of Extraordinary General Shareholders Meeting of Apator SA dated 23rd January 2012 made below presented Programme for acquisition of own shares by Apator SA for their redemption and reduction of share capital.
The programme for gratuitous acquisition of own shares for their redemption without remuneration and reduction of the share capital § 1 The Programme of gratuitous acquisition of own shares for their redemption without remuneration and reduction of share capital hereinafter referred to the Programme is introduced in accordance with the following provisions:- art.19 para 1 of the Second Directive of the Council (Directive 77/91/EEC) dated 1976 on coordination of the guarantees required in Member Countries from the companies in understanding of art.58 of the second subparagraph of the Treaty in order to obtain their sustainability, for the protection of the interests both partners and third persons in the establishment of the joint stock company and also in the maintenance and changes in the capital,- art.39 para 3 of the Act dated 29th July 2005 on trading of financial instruments,- regulation of the Commission (EU) no 2273/2003 dated the 22nd December 2003 performing the directive 2003/6/European Union – European Parliament and European Council concerning the release for the programmes for acquisition and stabilization of financial instruments (Regulation of the Commission no 2273/2003). § 2 The objective of acceptance of the Programme is to reduce share capital of “APATOR” SA by the redemption without remuneration of shares acquired within the the Programme. The performance of the Programme is the interest of the shareholders of the Company because in result of the redemption the value of consolidated own capital per share will be increased. § 3 Gratuitous acquisition of own shares of “APATOR” SA within the Programme will be performed on the following conditions: 1. “APATOR” SA is allowed to acquire gratuitously from subsidiary Apator Mining sp. z o.o. with headquarters in Katowice 2.000.000 (two millions) own bearer shares marked with the code PLAPATR00018. The shares are deposited on account no 123811 of securities of Apator Mining sp.z o.o. at brokerage house of Bank Ochrony Środowiska S.A.2. Own shares are allowed to be acquired gratuitously under the consent of Apator Mining sp. z o.o. based on civil law agreement off the regulated market.3. The number of own shares for gratuitous acquisition within the Programme is 2.000.000 (two millions) shares that is 5,70% of the share capital of “APATOR” SA.4. The performance of the Programme will be held since the 24th January 2012 till the 30th May 2012 § 4 The Executive Board of “APATOR” SA is obligated to call the General Shareholders Meetingnot later than 3 months of duration of the Programme which the subject will be the redemption of shares without remuneration acquired gratuitously within the Programme and related to it reduction of the share capital of the Company. § 5 The Programme for gratuitous acquisition of own shares for their redemption without remuneration will be performed individually by “APATOR” SA
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