Current report no. 25/2015
Title:
Delayed disclosure of confidential information
Legal basis
Art. 56 sec. 1 point 1 of the Act on Public Offering - Confidential information
Message:
Acting on the basis of the art. 57 sec. 3 of the Act on Trading in Financial Instruments dated July 29th 2005, the Management Board of Ursus S.A. in Lublin makes public the confidential information, whose disclosure was delayed according to § 2 sec. 1 point 1 and 3 of the Regulation of the Minister of Finances of 13th April 2006 on the types of information which can be detrimental to the legitimate interestof an issuer, as well as the actions of an issuer in association with the delay of submission of confidential information to the general public. The confidential information transmitted on the 25th July 2015 was the following:
„The Management Board of Ursus S.A, on the basis of the art. 57 of the Act on Trading in Financial Instruments dated July 29th 2005 and § 2 sec. 1 point 5 of the Regulation of the Minister of Finances of 13th April 2006 on the types of information which can be detrimental to the legitimate interest of an issuer, as well as the actions of an issuer in association with the delay of submission of confidential information to the general public, referring to the report dated 13th May 2015, on the basis of which the Issuer delayed the obligation of disclosure of information about starting negotiations with Ethiopian Sugar Corporation related to possibility of sales tractors and trailers manufactured by the Issuer, hereby the Issuer delays its obligation of publishing the confidential information concerning submission on the 24th July 2015 of a sales offer of tractors and trailers in the tender organized by Ethiopian Sugar Corporation. The value of a possible contract that could be concluded in relation with the above-mentioned offer submitted by the Issuer can be contained in the range from 15 to 50 million USD.
The reason of the Issuer’s decision about delay in disclosure of the confidential information concerning submission of the above-mentioned offer is the fact that the tender at any time can be cancelled and/or Ethiopian Sugar Corporation can close the tender without selecting any offer; possible negotiations with Ethiopian Sugar Corporation with respect of the scope of the offer can be held; the terms of a possible contract that the Issuer can conclude with Ethiopian Sugar Corporation have not yet been agreed.
Moreover, the aforementioned disclosure of the fact of submission of the offer, at the moment when the procedure of its analysis is underway and at the time when is can change, such a disclosure could infringe the legitimate interest of the Company and its shareholders. The protection of the legitimate interests in this case consists particularly in minimizing the risk of a negative reception by the shareholders of the fact that the submitted offer could not result in conclusion of a contract. Also, of significant importance is the Issuer’s willingness to avoid attempts of the competitors to influence the decision of Ethiopian Sugar Corporation about conclusion of a contract with the Issuer. Such a situation could at the same time result in misleading the investors acquiring the company’s securities, not being able to define properly whether the submitted offer will result in conclusion of a contract and what can be its importance for the company. A premature disclosure of the aforementioned information could have a negative impact on the competitive position of the Issuer in the sector of agricultural machines in Poland and on foreign markets.
Management Board of Ursus S.A. at the same time assures that they will keep confidential the confidential information whose disclosure has been delayed and they guarantee that a delay in disclosure of the information will not mislead the public because the company will disclose the full information concerning the submitted offer after its analysis and negotiations with Ethiopian Sugar Corporation. Publishing of the above-mentioned information on that date will not jeopardise the Issuer’s intentions related to the planned business projects on the territory of Africa”.
In relation to the above, the Issuer’s Management Board hereby informs that on the 26th August 2015 the Issuer completed the negotiations and concluded with The Federal Democratic Republic of Ethiopia (FDRE) SUGAR CORPORATION (Ethiopian Sugar Corporation) the sales contract of cane haulage tractors, tandem cane haulage trailers and spare parts thereof.
The total value of the concluded contract is 30.672.075,00 USD. The contract shall enter into force 15 days after the date of its approval of the Ministry of Finance of the Republic of Poland, according to the terms of the Agreement between the Government of the Republic of Poland and the Government of the Federal Democratic Republic of Ethiopia on extending a tied aid credit, dated 20th March 2015.
The details of the above-mentioned contract are described in the next current report no. 26/2015.
