RB 7/2019: Notice of the status of possession


RB: 7/2019
Date: 30 January 2019
Notice of the status of possession
Legal basis:  Article 70 Sec. 1 of the Public Offering Act  

Text of the report:

The Management Board of Benefit Systems S.A. with its registered seat in Warsaw (the “Company”, the “Benefit Systems”) hereby announces that on 30 January, 2019, they received, from Mr James Van Bergh (the “Notifying Entity”), a notice prepared on the basis of Article 69 Sec. 2 Item 1) letter point a) of Act of Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies of 29 July 2005 (i.e. Journal of Laws [Dz.U.] of 2018, Item 512) (the “Public Offering Act”) announcing reduction of the Notifying Entity’s engagement below the threshold of 20% of the total number of votes in the Company.

Reduction of the Notifying Entity’s engagement into the total number of votes of the Company occured as a result of a transaction of sale of 10,000 (say: ten thousand) shares in the Company on the regulated market of the Warsaw Stock Exchange (WSE) at PLN 964.00 per share (the “Transaction”), which took place on 29 January 2019.

Immediately before execution of the Transaction, the Notifying Entity was holding 575,432 shares in Benefit Systems, representing 20.13% of the share capital of the Company, which gave right to 575,432 votes at the General Meetings of Benefit Systems and accounted for 20.13% of the total number of votes in the Company.

Immediately after execution of the Transaction, the Notifying Entity holds 565,432 shares in Benefit Systems which represent 19.78% of the share capital of the Company, entitle to 565,432 votes at the General Meetings of Benefit Systems and account for 19.78% of the total number of votes in the Company.

Furthermore, the Notifying Entity announced that immediately before execution of the Transaction, agreement of the shareholders: James Van Bergh, Benefit Invest Ltd, and the Foundation of Benefit Systems (the “Agreement”) was holding 1,137,438 shares in Benefit Systems, representing 39.79% of the share capital of the Company, entitling to 1,137,438 votes at the General Meetings of Benefit Systems and accounting for 39.79% of the total number of votes in the Company.

Immediately after execution of the Transaction, the Agreement holds 1,127,438 shares in the Company, representing 39.44% of the share capital of the Company, entitling to 1,127,438 votes at the General Meetings of Benefit Systems and accounting for 39.44% of the total number of votes in the Company.

Furthermore, the Notifying Entity announced that:
1) the Notifying Entity had no subsidiary within the meaning of Article 4 Item 15) of the Public Offering Act that might hold shares in Benefit Systems;
2) with respect to the Notifying Entity, there was no person as referred to in Article 87 Sec. 1 Item 3) letter point c) of the Public Offering Act; and 
3) the Notifying Entity was not entitled to votes from shares in Benefit Systems, as referred to in Article 69 Sec. 4 Items 7) - 8) of the Public Offering Act.

 

DateFirst name and surnamePosition/function
30 January 2019Adam RadzkiMember of the Management Board
30 January 2019Emilia RogalewiczMember of the Management Board

 

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