(Current report no. 44/2012)
05.09.2012 /The Issuer /
Selling of a significant block of shares of the Issuer
Legal basis:
1 / Article 70 of the Act on Public Offering - selling of a significant block of shares
2 / Article 160, paragraph 4 of the Act on Trading - information about the transactions of people having the access to confidential information
The Management Board of NG2 S.A. ("NG2") informs that on 05.09.2012 they received the notice in accordance with art. 160 of the Act on Trading and art. 69 of the Act on Public Offering, from the President of the Management Board Mr. Dariusz Miłek, about the transaction of selling on 31.08.2012, - paying shares in kind to a subsidiarycompany Luxprofi S.a.r.l in Luxembourg, 4,750,000 of inscribed preferred shares of NG2 S.A. at the average price of 55.50 PLN (D. Miłek holds more than 99% of shares of Luxprofi S.a.r.l). The transaction was concluded outside the Warsaw Stock Exchange (GPW) and was of the nature of a civil – legal contract
Before the transaction Mr. Dariusz Miłek had had:
- directly 4,750,000 inscribed preferred shares representing 12.37% of the share capital and gave 9,500,000 votes at the General Meeting of Shareholders (21.09% of total votes);
- indirectly, as a prevailing entity of Luxprofi S.a.r.l. 10,610,000 shares of ordinary bearer shares (27.63% of the share capital), which gave 10,610,000 votes at the AGM (23.55% of the total vote); i.e. a total of 15,360,000 shares (40.00% of the share capital), which gave 20,110,000 votes at AGM (44.64% of total votes).
After the transaction, Mr. Dariusz Miłek indirectly holds, as the prevailing entity of Luxprofi S.a.r.l:.
- 4,750,000 inscribed preferred shares which represent 12.37% of the share capital, of which 9,500,000 are entitled to vote at the AGM (21.09% of total votes);
- 10,610,000 ordinary bearer shares (27.63% of the share capital), which are entitled to 10,610,000 votes at the AGM (23.55% of total votes);
i.e. indirectly in total, as the prevailing entity of Luxprofi S.a.r.l. 15,360,000 shares (40.00% of the share capital), which are entitled to 20,110,000 votes at the AGM (44.64% of total votes).
The purpose of the transaction was to set in order the ownership structure of NG2 S.A.