Change in stake in the total number of votes in CCC S.A.

Current Report No. 26/2020

27.04.2020 /Issuer/

Legal basis:
Article 70 item 1) of the Act on Public Offering, Condition Governing the Introduction of Financial Instruments to an Organized System of Trading, and Public Companies (the “Public Offering Act”) – disposal/acquisition of a significant block of shares

The Management Board of CCC S.A. with its registered office in Polkowice (the “Company”) hereby informs that on 27 April 2020 it received notices of change in the total number of votes from the following entities:

(1) ULTRO S.à r.l. with its registered office in Luxembourg (“ULTRO”, a subsidiary of Dariusz Miłek – the President of the Supervisory Board), ULTRO Holding SCSp with its registered office in Luxembourg (“ULTRO Holding”, a subsidiary of Dariusz Miłek), and Dariusz Miłek; and

(2) Leszek Gaczorek.

In accordance with the notices received:

1/ ULTRO notified the Company that on 27 April 2020 it acquired from Leszek Gaczorek in an over-the-counter transaction 1,040,000 preferred registered Series A1 shares in the Company, representing 2.53% of its share capital and giving the right to 2,080,000 votes at the General Meeting of the Company, representing 4.35% of the total number of votes in the Company (the “Acquisition”). As a result of the Acquisition, ULTRO increased the existing share in the total number of votes in the Company by 4.35% of the total number of votes in the Company.

Prior to the Acquisition, ULTRO held directly 11,250,000 shares in the Company constituting in total 27.33% of the share capital and giving the right to 16,710,000 votes at the General Meeting of the Company, representing 34.94% of the total number of votes in the Company, of which:

(a) 5,460,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 13.26% of the share capital and giving the right to 10,920,000 votes at the General Meeting of the Company, representing 22.84% of the total number of votes in the Company;

(b) 5,790,000 ordinary bearer shares, constituting in total 14.06% of the share capital and giving the right to 5,790,000 votes at the General Meeting of the Company, representing 12.10% of the total number of votes in the Company.

As a result of the Acquisition, ULTRO holds directly 12,290,000 shares in the Company constituting in total 29.85% of the share capital and giving the right to 18,790,000 votes at the General Meeting of the Company, representing 39.29% of the total number of votes in the Company, of which:

(a) 6,500,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 15.79% of the share capital and giving the right to 13,000,000 votes at the General Meeting of the Company, representing 27.19% of the total number of votes in the Company;

(b) 5,790,000 ordinary bearer shares, constituting in total 14.06% of the share capital and giving the right to 5,790,000 votes at the General Meeting of the Company, representing 12.10% of the total number of votes in the Company.

2/ ULTRO Holding (a subsidiary of Dariusz Miłek) notified the Company that on 27 April 2020, as a result of the Acquisition, ULTRO Holding, through ULTRO, increased the existing indirect share in the total number of votes in the Company by 4.35% of the total number of votes in the Company.

ULTRO Holding did not hold directly any shares in the Company prior to the Acquisition.

Prior to the Acquisition, ULTRO Holding held indirectly through ULTRO, its subsidiary, 11,250,000 shares in the Company constituting in total 27.33% of the share capital and giving the right to 16,710,000 votes at the General Meeting of the Company, representing 34.94% of the total number of votes in the Company, of which:

(a) 5,460,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 13.26% of the share capital and giving the right to 10,920,000 votes at the General Meeting of the Company, representing 22.84% of the total number of votes in the Company;

(b) 5,790,000 ordinary bearer shares, constituting in total 14.06% of the share capital and giving the right to 5,790,000 votes at the General Meeting of the Company, representing 12.10% of the total number of votes in the Company.

ULTRO Holding does not hold directly any shares in the Company after the Acquisition.

As a result of the Acquisition, ULTRO Holding holds indirectly through ULTRO, its subsidiary, 12,290,000 shares in the Company constituting in total 29.85% of the share capital and giving the right to 18,790,000 votes at the General Meeting of the Company, representing 39.29% of the total number of votes in the Company, of which:

(a) 6,500,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 15.79% of the share capital and giving the right to 13,000,000 votes at the General Meeting of the Company, representing 27.19% of the total number of votes in the Company;

(b) 5,790,000 ordinary bearer shares, constituting in total 14.06% of the share capital and giving the right to 5,790,000 votes at the General Meeting of the Company, representing 12.10% of the total number of votes in the Company.

3/ Dariusz Miłek notified the Company that on 27 April 2020, as a result of the Acquisition, Dariusz Miłek, through ULTRO Holding, his subsidiary, which is a dominant entity of ULTRO, increased the existing indirect share in the total number of votes in the Company by 4.35% of the total number of votes in the Company.

Dariusz Miłek did not hold directly any shares in the Company prior to the Acquisition.

Prior to the Acquisition, Dariusz Miłek held indirectly through ULTRO Holding, his subsidiary, and ULTRO, a subsidiary of ULTRO Holding, 11,250,000 shares in the Company constituting in total 27.33% of the share capital and giving the right to 16,710,000 votes at the General Meeting of the Company, representing 34.94% of the total number of votes in the Company, of which:

(a) 5,460,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 13.26% of the share capital and giving the right to 10,920,000 votes at the General Meeting of the Company, representing 22.84% of the total number of votes in the Company;

(b) 5,790,000 ordinary bearer shares, constituting in total 14.06% of the share capital and giving the right to 5,790,000 votes at the General Meeting of the Company, representing 12.10% of the total number of votes in the Company.

Dariusz Miłek does not hold directly any shares in the Company after the Acquisition.

As a result of the Acquisition, Dariusz Miłek holds indirectly through ULTRO Holding, his subsidiary, and ULTRO, a subsidiary of ULTRO Holding, 12,290,000 shares in the Company constituting in total 29.85% of the share capital and giving the right to 18,790,000 votes at the General Meeting of the Company, representing 39.29% of the total number of votes in the Company, of which:

(a) 6,500,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 15.79% of the share capital and giving the right to 13,000,000 votes at the General Meeting of the Company, representing 27.19% of the total number of votes in the Company;

(b) 5,790,000 ordinary bearer shares, constituting in total 14.06% of the share capital and giving the right to 5,790,000 votes at the General Meeting of the Company, representing 12.10% of the total number of votes in the Company.

4/ Leszek Gaczorek notified the Company that on 27 April 2020 he disposed of to ULTRO in an over-the-counter transaction 1,040,000 preferred registered Series A1 shares in the Company, representing 2.53% of its share capital and giving the right to 2,080,000 votes at the General Meeting of the Company, representing 4.35% of the total number of votes in the Company (the “Disposal”). As a result of the Disposal, Leszek Gaczorek decreased the existing share in the total number of votes in the Company below the threshold of 5% of the total number of votes in the Company.

Prior to the Disposal, Leszek Gaczorek held directly 1,390,000 shares in the Company constituting 3.38% of the share capital and giving the right to 2,430,000 votes at the General Meeting of the Company, representing 5.08% of the total number of votes in the Company, of which:

(a) 1,040,000 registered shares preferred in terms of votes (each such share carrying the right to two votes at the General Meeting of the Company), constituting in total 2.53% of the share capital and giving the right to 2,080,000 votes at the General Meeting of the Company, representing 4.35% of the total number of votes in the Company;

(b) 350,000 ordinary bearer shares, constituting in total 0.85% of the share capital and giving the right to 350,000 votes at the General Meeting of the Company, representing 0.73% of the total number of votes in the Company.

As a result of the Disposal, Leszek Gaczorek holds directly 350,000 ordinary bearer shares in the Company, constituting in total 0.85% of the share capital and giving the right to 350,000 votes at the General Meeting of the Company, representing 0.73% of the total number of votes in the Company.

Signatures:

1/ Marcin Czyczerski     - President of the Management Board

2/ Karol Półtorak           - Vice-President of the Management Board