GIGROUP (GIG): Bond Issue by the Issuer’s Subsidiary - raport 24

Raport bieżący nr 24/2018

Podstawa Prawna:
Art. 17 ust. 1 MAR - informacje poufne.

Work Service S.A. Management Board (The “Issuer”, the “Company”) hereby informs that on May 29, 2018, received information that the Management Board of the subsidiary - Exact Systems S.A. ("Exact Systems S.A.”) passed adopt a resolution no. 1 dated May 29, 2018 on the issue of bonds Series A (the “Issue Resolution”). The Issue Resolution was adopted in execution of Resolution of the Extraordinary Meeting of Shareholders of Exact Systems S.A. of May 23, 2018 on the issue of bonds (the “EMS Resolution”).

The Company’s Management has decided to issue pursuant to Art. 33 (2) of the Act of 15 January 2015 on Bonds through making purchase offer to a specified offeree (“Act”), Series A floating rate covered ordinary bearer bonds in a quantity of 15,000 of a nominal value PLN 1,000 (the “Bonds”). The Bonds shall be offered at the issue price equal to the nominal value.

The aim of the issue of bonds is to repay by Exact Systems S.A. the loans specified in the Terms and Conditions of Bonds.

The Company’s Management Board has not specified the successful issue threshold.

Interest shall be paid from the issue date every six months on the last day of interest period.

The Bonds shall be issued on 29 May, 2018.

The Bonds shall be allocated to the investor on condition that the Investor submit declaration on acceptance of the bond purchase offer and payment of the Bond issue price with the terms and procedures specified in the Bond purchase offer.

The Bonds shall be redeemed by the Issuer at the nominal value on the maturity date. i.e. 29 May, 2019. The Bondholder shall be entitled to early redemption of all Bonds owned by this Bondholder in accordance with the conditions specified in the Terms and Conditions of Bonds. In addition, the Bonds may be subject to immediate redemption if the events specified in the Act occur and earlier redemption at the Bondholder’s request regarding an early redemption of the Bond on the occurrence of an event of default under the Terms and Conditions of Bonds.

The issued Bonds are bearer Bonds, in a certified form.

Series A Bonds shall be secured by civil and registered pledges on the Exact Systems S.A. shares owned by 4 shareholders of Exact Systems S.A., surety granted by the Issuer and assignment of claims for payment of a price for shares of Put Option by 4 shareholders of Exact Systems S.A. In addition, Exact Systems S.A. and 4 other shareholders of Exact Systems S.A. shall make a declaration on submitting to execution up to the maximum amount of PLN 22,500,000.00 under Art. 777 (1)(5) of the Civil Procedure Code .

Bond issue by Exact Systems S.A. is one of the stages of the sale of Exact Systems S.A. about which the Issuer informed in the current report No. 19/2018 of 21 May 2018.

As a result of the analysis, the Issuer has considered that it is justified to qualify the above information subject to publication in the form of this report as confidential within the meaning of Art. 17 (1) of the Market Abuse Regulation .

Legal basis:

Art. 17(1) of Regulation no. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.

Signatures:

Maciej Witucki - President of the Management Board

Piotr Ambrozowicz – Vice President of the Management Board