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#Current report 35/2012

 

Current Report 35/2012

Subject:

Information about the completion of the subscription of series N shares

Contents of the report:

The Management Board of URSUS S.A. („Company”) hereby announces that the allotment to subscribers of 4.000.000 (four milion) series N bearer shares of the Company („Series N Shares”) of nominal value of 1 PLN (one zloty) per share has been completed and that the issuance of the series N shares with pre-emptive rights executed through public offer on the basis of the resolution of no. 4/2012 of the Extraordinary General Meeting of Shareholders of URSUS S.A. dated 31 August 2012 and the resolution of the Management Board no.50/2012 dated 8 November 2012. have been performed.

Consequently, the Company makes available to the public the following information:

1)      The date of the commencement of the acceptance of subscriptions for the purposes of exercising pre-emptive rights and making additional subscriptions: 22 November 2012.

2)      The final date of accepting subscriptions for the purposes of exercising pre-emptive rights and additional subscriptions: 28 November 2012

3)      The date of the allocation of the shares: 7 December 2012

4)      The number of shares subject to the subscription: 4.000.000 Series N Shares

5)      The reduction rate for the purposes of additional subscriptions: 99,03%.

6)      The number of shares covered by subscription orders:

a.   with regard to the exercise of the pre-emptive rights: 3.891.985 Series N Shares,

b.   with regard to additional subscriptions: 11.153.228 Series N Shares.

7)      The number of shares allocated within the scope of the completed subscription: 4.000.000 Series N Shares.

8)      The issue price at which the shares were subscribed: 2,00 PLN

9)      The number of persons who subscribed for shares within the scope of the subscription and the number of persons who were allocated shares within the scope of the subscription:

a.   a total of 783 subscriptions for Series N Shares resulting from the exercise of pre-emptive rights,

b.   a total of 165 subscriptions for Series N Shares resulting from additional subscriptions.

Since a single investor may deliver several subscriptions, the Company neither has information regarding the number of single investors who subscribed for shares in the exercise of pre-emptive rights or how many single investors made additional subscriptions nor information regarding the number of single investors who were allocated shares within the scope of the subscription.

10) With regard to the names (business names) of any underwriters who subscribed for the shares in performance of the underwriting agreements, the Company did not enter into an agreement with any underwriters and therefore no underwriters subscribed for any Series N Shares.

11) The value of the subscription (constituting the product of the shares subject to subscription and the issue price per one share): 8.000.000 PLN (eight million PLN)

12) The estimated costs of the issuance of the Series N Shares have been stated in the Company's prospectus in the section 3 „Aims of the offer and ways of use of revenues from the issuance” (page 28).  As at the date hereof, the costs of the issue amounted to PLN 340.000 net, including:

a.   preparation and completion of the Prospectus, consultancy  and offering: 310.000 PLN,

b.   fees of underwriters: 0 PLN, since the Company did not enter into any agreements with underwriters,

c.   printing and distribution of the Prospectus, fees for the WSE, the National Depository for Securities (KDPW) and others: 30.000 PLN,

d.   the promotion of the offering: 0 PLN.

Due to the lack of final settlement of rights-issuance-related costs, the costs of the issuance of the Series N Shares were estimated and considered as costs of issuance to the Company’s best knowledge. The final costs of the issuance of the Series N Shares, after receiving and accepting all invoices from entities involved in work on preparing and carrying out the Series N Shares issue, will be presented and made public on the annual report for the period  from 01.01.2012 to 31.12.2012.

With regard to the method of settlement in the books and the method of presentation in the financial statements: the settlement of estimated costs of the issue of the Series N Shares provided in the Issue Prospectus of the Company in the section “Aims of the offer and ways of use of revenues from the issuance” in the books will be done by way of decreasing the surcharge of the issue value of the issued shares over the nominal value thereof. Those costs will be presented in the financial statements in the position “ Reserves”.

13) According to the costs estimation at the date of publication of this current report, the average cost of the issuance of the Series N Shares per one subscribed share is PLN 0.09.

Legal grounds:

§ 33 sec. 1 of the of the Regulation of the Minister of Finance dated 19 February 2009 regarding current and interim reports published by issuers of securities and the terms of finding as equivalent the information required under the laws of any non-member state.