Current report:

Registration of an increase in a subsidiary’s share capital

Report number: 22/2010 day: 2010-09-23

Legal basis

Art. 56 paragraph 1 item 2 of the Public Offering Act - current and periodic information

Contents of the report:

The Management Board of Barlinek SA in Kielce (the "Issuer") announces that on 22 September 2010, it received information about registering on 15.09.2010 by the Ministry of Justice of the National Trade Register Office, Department of Trade Register at the Court of Bacau (Romania), share capital increase of SC Barlinek Romania SA based in Onesti (Romania) ("Barlinek Romania") (a subsidiary of Barlinek SA).

Barlinek Romania's share capital was increased from the amount of RON 140,941,798.96 (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 130,963,119.59 PLN (1 RON = 0.9292 PLN)) to the value of RON 329,534,062.78 (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 306,203,051.14 PLN (1 RON = 0.9292 PLN)) through the issuance of 133,022,721 new shares from the amount of 99,254,788 shares to 232,277,509 shares with a nominal value a 1.42 RON for each share.

The value of RON 188,892,263.82 (equivalent to EUR 44,913,394.33 and 1.29 RON of contribution in cash - paid in cash at the company cashier's office) (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 175,518,691.54 PLN (1 RON = 0.9292 PLN)) represents the contribution to equity of the company Barlinek Romania, by setting off liabilities with shares made by BCDF Limited, based in Nicosia (Cyprus) ("BCDF") (a subsidiary of Barlinek SA) and BCDF I Limited, based in Nicosia (Cyprus) ("BCDF I) (a subsidiary of Barlinek SA) and by contribution paid at the company cashier's office as follows:

- Contribution made by BCDF in the value of 13,855,852.23 EUR - equivalent to 58,273,557.72 and 0.42 RON and paid in the company cashier's office (which together according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 54,147,790.22 PLN (1 RON = 0.9292 PLN)).

- Contribution made by BCDF I in the value of 31.057.542,10 EUR - equivalent to 130.818.704,81 and 0.87 RON and paid in the company cashier's office (which together according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 121,556,741.32 PLN (1 RON = 0.9292 PLN)).

For the contribution in kind referred to above 133,022,721 new shares with a nominal value of RON 1.42 for 1 share have been issued and approved as follows:

- For BCDF the total number of 41,037,717 shares with a nominal value of 1.42 RON for 1 share was approved.

- For BCDF I the total number of 91,985,804 shares with a nominal value of 1.42 RON for 1 share was approved.

Following an increase, the share capital of Barlinek Romania is stands at 329,834,062.78 RON (which according to the according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 306,481,811.14 PLN (1 RON = 0.9292 PLN)) and is divided into 232,277,509 shares with a nominal value of 1.42 RON for 1 share.

Shareholders of the company are structured as follows:

1. The Issuer holds 99,158,762 shares with a nominal value of 140,805,442.04 RON (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 130,836,416.74 PLN (1 RON = 0.9292 PLN)), which represents 42.690% of share capital of Barlinek Romania, and gives the right to exercise 99,158,762 votes at the General Shareholders' Meeting.

2. BCDF holds 41,037,717 shares with a nominal value of 58,273,558.14 RON (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 54,147,790.22 PLN (1 RON = 0.9292 PLN)), which represents 17.668% of share capital of Barlinek Romania, and gives the right to exercise 41,037,717 votes at the General Shareholders' Meeting.

3. BCDF I holds 91,985,004 shares with a nominal value of 130,618,705.68 RON (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 121,370,901.32 PLN (1 RON = 0.9292 PLN)), which represents 39.601% of share capital of Barlinek Romania, and gives the right to exercise 91,985,004 votes at the General Shareholders' Meeting.

4. Other shareholders hold 96,026 shares with a nominal value of 136.356,92 RON (which according to the average currency exchange rate published by the National Bank of Poland on the day of the event was equivalent to 126.702,85 PLN (1 RON = 0.9292 PLN)), which represents 0,041% of share capital of Barlinek Romania, and gives the right to exercise 96,026 votes at the General Shareholders' Meeting.

Acquired shares are a long-term investment and are covered by a contribution through setting off liabilities with shares and cash.

Acquired shares were deemed assets of substantial value, since their value exceeds 10% of share capital of Barlinek SA.

Legal basis:

Paragraph 5 section 1 item 1 of the Ordinance of the Minister of Finance of 19th February 2009 item regarding current and periodic information to be submitted by issuers of securities and the conditions for recognition as equivalent of the information whose disclosure is required under the laws of a state which is not an EU member state.(Dz. U. Nr 33 poz.259).

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Latest BARLINEK S.A. stock data:
Last price:
2012-05-16 17:34
0,98 PLN
-0,04 PLN -4,08%
Reference price: 1,02 PLN
Open price: 1,02 PLN
Minimum price: 0,96 PLN
Maximum price: 1,00 PLN
Volume: 700
Price average - 10 days: 0,98 PLN
Price average - 6 months: 1,19 PLN
Capitalization: 142 266 600 PLN
Free float: 27,00 %
Number of shares: 145 170 000 szt.
Stock data from: Wednesday, 16 May 2012