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Increase of the share capital of GTC S.A. and the amended and restated articles of association
GLOBE TRADE CENTRE S.A.
(Incorporated and registered in Poland with KRS No. 61500)
(Share code on the WSE: GTC.S.A)
(Share code on the JSE: GTC ISIN: PLGTC0000037)
(“GTC” or “the Company”)
GLOBE TRADE CENTRE S.A.
Current report number: 21/2017
Date: 29 June 2017
Subject: Information on the registration of the increase of the share capital of Globe Trade
Centre S.A. and the amended and restated articles of association
The Management Board of Globe Trade Centre Spólka Akcyjna (the “Company”) hereby announces
that on 28 June 2017, the District Court for the Capital City of Warsaw in Warsaw, XIII Commercial
Division of the National Court Register, registered the amendment to the Company’s articles of
association introduced by way of a resolution of the Ordinary General Meeting of the Company dated
16 May 2017 regarding the increase of the Company's share capital through the issuance, solely to
certain shareholders of the Company as of the dividend record date, of ordinary series L bearer
shares, with the exclusion of all of the pre-emptive rights of the existing shareholders to all of the
series L shares, the amendment of the Company's articles of association, the application for the
admission and introduction of the series L shares and/or rights to series L shares to trading on the
regulated market operated by the Warsaw Stock Exchange and the dematerialisation of the series L
shares and/or rights to series L shares. The amendment to the articles of association involved the
increase of the Company’s share capital from PLN 46,021,647.80 to PLN 47,030,350.40 through the
issuance of 10,087,026 series L ordinary bearer shares in the Company with a nominal value of PLN
0.10 (ten groszy) each.
As of the date of publication of this current report, the overall number of votes attached to all of the
issued shares in the Company following the registration of the share capital increase amounts to
47,030,350.40, while the share capital is divided into 470,303,504 shares in the Company having a
nominal value of PLN 0.10 (ten groszy) each, including: (i) 139,286,210 series A shares; (ii) 1,152,240
series B shares; (iii) 235,440 series B1 shares; (iv) 8,356,540 series C shares; (v) 9,961,620 series D
shares; (vi) 39,689,150 series E shares; (vii) 3,571,790 series F shares; (viii) 17,120,000 series G
shares; (ix) 100,000,000 series I shares; (x) 31,937,298 series J shares; (xi) 108,906,190 series K
shares; and (xii) 10,087,026 series L shares.
Moreover, the Management Board of the Company presents the amendments introduced to the
Company’s articles of association below:
Existing wording of Article 6 section 2 of the Company’s articles of association:
“2. The share capital amounts to PLN 46,021,647.80 (forty-six million, twenty-one thousand, six
hundred and forty-seven zlotys and eighty groszy) and is divided into:
a) 139,286,210 (one hundred and thirty-nine million, two hundred and eighty-six thousand, two
hundred and ten) series A shares having a nominal value of PLN 0.10 (ten groszy) each;
b) 1,152,240 (one million, one hundred and fifty-two thousand, two hundred and forty) series B
shares having a nominal value of PLN 0.10 (ten groszy) each;
c) 235,440 (two hundred and thirty-five thousand, four hundred and forty) series B1 shares having a
nominal value of PLN 0.10 (ten groszy) each;
d) 8,356,540 (eight million, three hundred and fifty-six thousand, five hundred and forty) series C
shares having a nominal value of PLN 0.10 (ten groszy) each;
e) 9,961,620 (nine million, nine hundred and sixty-one thousand, six hundred and twenty) series D
shares having a nominal value of PLN 0.10 (ten groszy) each;
f) 39,689,150 (thirty-nine million, six hundred and eighty-nine thousand, one hundred and fifty)
series E shares having a nominal value of PLN 0.10 (ten groszy) each;
g) 3,571,790 (three million, five hundred and seventy-one thousand, seven hundred and ninety)
series F shares having a nominal value of PLN 0.10 (ten groszy) each;
h) 17,120,000 (seventeen million, one hundred and twenty thousand) series G shares having a
nominal value of PLN 0.10 (ten groszy) each;
i) 100,000,000 (one hundred million) series I shares having a nominal value of PLN 0.10 (ten
groszy) each;
j) 31,937,298 (thirty-one million, nine hundred and thirty-seven thousand, two hundred and ninety-
eight) series J shares with a nominal value of PLN 0.10 (ten groszy) each; and
k) 108,906,190 (one hundred and eight million, nine hundred and six thousand, one hundred and
ninety) series K shares with a nominal value of PLN 0.10 (ten groszy) each.”
New wording of Article 6 section 2 of the Company’s articles of association:
“2. The share capital amounts to PLN 47,030,350.40 (forty-seven million, thirty thousand, three
hundred and fifty zlotys and forty groszy) and is divided into:
a) 139,286,210 (one hundred and thirty-nine million, two hundred and eighty-six thousand, two
hundred and ten) series A shares having a nominal value of PLN 0.10 (ten groszy) each;
b) 1,152,240 (one million, one hundred and fifty-two thousand, two hundred and forty) series B
shares having a nominal value of PLN 0.10 (ten groszy) each;
c) 235,440 (two hundred and thirty-five thousand, four hundred and forty) series B1 shares having a
nominal value of PLN 0.10 (ten groszy) each;
d) 8,356,540 (eight million, three hundred and fifty-six thousand, five hundred and forty) series C
shares having a nominal value of PLN 0.10 (ten groszy) each;
e) 9,961,620 (nine million, nine hundred and sixty-one thousand, six hundred and twenty) series D
shares having a nominal value of PLN 0.10 (ten groszy) each;
f) 39,689,150 (thirty-nine million, six hundred and eighty-nine thousand, one hundred and fifty)
series E shares having a nominal value of PLN 0.10 (ten groszy) each;
g) 3,571,790 (three million, five hundred and seventy-one thousand, seven hundred and ninety)
series F shares having a nominal value of PLN 0.10 (ten groszy) each;
h) 17,120,000 (seventeen million, one hundred and twenty thousand) series G shares having a
nominal value of PLN 0.10 (ten groszy) each;
i) 100,000,000 (one hundred million) series I shares having a nominal value of PLN 0.10 (ten
groszy) each;
j) 31,937,298 (thirty-one million, nine hundred and thirty-seven thousand, two hundred and ninety-
eight) series J shares with a nominal value of PLN 0.10 (ten groszy) each;
k) 108,906,190 (one hundred and eight million, nine hundred and six thousand, one hundred and
ninety) series K shares with a nominal value of PLN 0.10 (ten groszy) each; and
l) 10,087,026 (ten million, eighty-seven thousand, twenty-six) series L shares with a nominal value
of PLN 0.10 (ten groszy) each.”
Disclaimer:
This announcement was prepared in accordance with Article 56.1 of the Polish Act on Public Offering,
the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and on
Public Companies dated 29 July 2005 (the “Act on Public Offering”). This announcement is for
information purposes only and is made to satisfy the information requirements with which Globe Trade
Centre S.A., as a public company the shares in which are admitted and introduced to trading on the
regulated market operated by the Warsaw Stock Exchange, must comply; furthermore, it does not
constitute or form any part of any offer or invitation to directly or indirectly subscribe for, underwrite or
otherwise acquire securities issued by Globe Trade Centre S.A., with its registered seat in Warsaw, or
any solicitation of any offer to purchase or subscribe for such securities.
This announcement does not constitute any promotional campaign as set forth in Article 53.2 of the
Act on Public Offering.
In particular, this announcement is not intended for distribution, whether directly or indirectly, from or
to the United States of America or other jurisdictions where such distribution, publication or use is
prohibited by law. The securities referred to in this announcement have not been and will not be
registered under the U.S. Securities Act of 1933, as amended, and may be offered or sold in the
United States of America exclusively under an exemption or as part of transactions that are not
covered by registration requirements under the U.S. Securities Act.
Legal basis: § 5.9 and § 38.1.2 of the Regulation of the Minister of Finance of 19 February 2009 on
current and periodical disclosure by issuers of securities and the conditions for recognising as
equivalent the information that is required by the laws of a non-member state.
Signed by:
/s/ Thomas Kurzmann /s/ Erez Boniel
President of the Management Board Member of the Management Board
Warsaw, Poland
Sponsor: Investec Bank Limited
Date: 29/06/2017 10:30:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE').
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