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Digi Communications N.V.

Legal Proceedings Report Jul 31, 2017

6226_iss_2017-07-28_2aac3fa1-b7db-4fad-8e92-7c5a48a217d8.pdf

Legal Proceedings Report

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To: The Romanian Financial Supervisory Authority
Financial Instruments and Investments Sector
The Bucharest Stock Exchange
Regulated Spot Market, Category Int'l (Shares)
From DIGI
COMMUNICATIONS N.V.

CURRENT REPORT

pursuant to Law no. 24/2007 on issuers of financial instruments and market operations and to the Romanian National Securities Commission Regulation no. 1/2006 on issuers and operations with securities, as subsequently amended and supplemented and the provisions of Article 99 of the Bucharest Stock Exchange Code, Title II, Issuers and Financial Instruments

Report date: 28
July
2017
Name of the issuing entity: DIGI COMMUNICATIONS N.V.
(the "Company")
Statutory seat: Amsterdam, The Netherlands
Visiting address: Bucharest, 75 Dr. N. Staicovici, Forum 2000 Building,
th floor, 5th District, Romania
Phase I, 4
Phone/Fax number: +4031.400.65.05/ +4031.400.65.06
Registration
number
with
The
Netherlands Chamber of Commerce
Business Register and Dutch Legal
Entities
and
Partnerships
Identification Number (RSIN):
Registration number with The Netherlands Chamber of
Commerce Business Register: 34132532/29.03.2000
RSIN: 808800322
Romanian Tax Registration Code: RO 37449310
Share Capital: EUR 6,918,042.52
Number of shares in issue: 100,000,000 (out of which (i) 65,756,028 class A shares
with a nominal value of ten eurocents (€ 0.10) each and
(ii) 34,243,972 class B shares, with a nominal value of one
eurocent (€ 0.01) each)
Number of listed shares: 34,243,972 class B shares
Regulated market on which the issued
securities are traded:
Bucharest Stock Exchange, Main Segment, Category
Int'l
(Shares)
Important events to be reported: Reporting of legal acts concluded by DIGI Communications

N.V. in accordance with Law no. 24/2017 and Rule no. 1/2006 of CNVM

Report of legal acts concluded by DIGI COMMUNICATIONS N.V. in period January-June 2017 according to Law no. 24/2017

ANNEX 1

No Beneficiary/ One
party to the
Supplier/The
other party to
the contract
Start Date
Initial
End Date
Initial
Start Date
Addendu
End date
Addendu
m
Object Total Contract Value Comments Payment term Guarantees Estimated
Receivables/Li
abilities as at
Estimated
Receivables/Li
abilities as at
Penaltie
s
contract Contract Contract m HCY Amount in
HCY
30 June 2017
in HCY
30 June 2017
in RON
0 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15
1 DIGI
COMMUNICATIO
NS N.V. (CABLE
COMMUNICATIO
NS SYSTEMS N.V.)
Zoltan Teszari 3/2/2017 3/17/2017 - - Shares swap EUR 7,800,000 Compensation - - - -
DIGI
COMMUNICATIO
NS N.V. (CABLE
COMMUNICATIO
2 NS SYSTEMS N.V.) Ioan Bendei 3/9/2017 4/7/2017 - - Shares swap EUR 10,120,000 Compensation - - - -
3 RCS
MANAGEMENT SA
DIGI
COMMUNICA
TIONS N.V.
4/7/2017 5/26/2017 - - Sale of
shares
EUR 21,500,000 Compensation - - - -
4 DIGI
COMMUNICATIO
NS N.V.
RCS
MANAGEMEN
T SA
4/21/2017 4/24/2017 - - Shares
repurchase
EUR 21,500,000 Compensation - - - -
5 RCS&RDS SA RCS
MANAGEMEN
T SA
5/12/2017 5/10/2018 - - Loan EUR 5,000,000 5.5% interest
p.a; payment
term until
10.05.2018
through
payment order
- 3,763,019 17,136,413 -
6 RCS&RDS S.A. DIGI
COMMUNICA
TIONS N.V.
5/19/2017 5/18/2018 - - Loan RON 6,500,000 6% interest p.a;
payment term
until 18.05.2018
through
payment order
- 2,160,523 2,160,523 -
7 DIGI
COMMUNICATIO
NS N.V.
RCS&RDS S.A. 7/26/2017 12/31/2017 - - Reinvoicing
of IPO costs
EUR 470,671 Estimated
value, net of
VAT and net
of 3% mark
up
Payment date
until
31/12/2017,
with extension
option; payment
order/compensa
tion
- 393,120 1,790,228 -
No Beneficiary/ One
party to the
contract
Supplier/The
other party to
Start Date
Initial
Contract
End Date
Initial
Contract
Start Date
Addendu
m
End date
Addendu
m
Object Total Contract Value Comments Payment term Guarantees Estimated
Receivables/Li
abilities as at
Estimated
Receivables/Li
abilities as at
Penaltie
the contract HCY Amount in
HCY
30 June 2017
in HCY
30 June 2017
in RON
s
8 DIGI
COMMUNICATIO
NS N.V.
RCS&RDS S.A. 7/26/2017 12/31/2017 - - Reinvocing
of Bond
issuance
cost
EUR 242,386 Estimated
value, net of
VAT
Payment date
until
31/12/2017,
with extension
option; payment
order/compensa
tion
- 242,386 1,103,803 -
9 RCS&RDS S.A. DIGI
COMMUNICA
TIONS N.V.
7/26/2017 12/31/2017 - - Reinvocing
of Bond
issuance
cost
EUR 8,753,258 Estimated
value, net of
VAT
Payment date
until
31/12/2017,
with extension
option; payment
order/compensa
tion
- 761,989 3,470,021 -
10 RCS&RDS S.A. DIGI
COMMUNICA
TIONS N.V.
(CABLE
COMMUNICA
TIONS
SYSTEMS N.V.)
- - 3/24/201
7
12/31/201
7
Addendum
loan
contract
extension of
period
EUR 18,000,000 The initial Loan
contract was
concluded until
31/12/2015 and
was extended
through
addendums. The
2017 Addendum
has extended
the valability
period until
31/12/ 2017. No
other
modifications.
Payment order
- 4,613,338 21,008,679 -
11 RCS&RDS S.A. DIGI
COMMUNICA
TIONS N.V.
7/27/2017 12/31/2017 - - Reinvoicing
Loan
issuance
costs
RON 886,757 Estimated
value, net of
VAT
Payment date
until
31/12/2017,
with extension
option; payment
order/compensa
tion
- 886,757 886,757 -
No Beneficiary/ One
party to the
contract
Supplier/The
other party to
the contract
Start Date
Initial
Contract
End Date
Initial
Contract
Start Date
Addendu
m
End date
Addendu
m
Object HCY Total Contract Value
Amount in
Comments Payment term Guarantees Estimated
Receivables/Li
abilities as at
30 June 2017
in HCY
Estimated
Receivables/Li
abilities as at
30 June 2017
in RON
Penaltie
s
DIGI
COMMUNICA
TIONS N.V.
(CABLE
COMMUNICA
TIONS
Proceeds
Loan-Bonds
HCY 5.562% interest
p.a with
quarterly
payments
through
In compliance with the
2016 Indenture
Agreement and the
Senior Facility
Agreement from 7
October 2016. For
details please see Note
14 Interest Bearings
Loans and Borrowings
(pct XIV) pg F-64/350
from the IPO Prospectus
12 RCS&RDS S.A.
DIGI
SYSTEMS N.V.) 10/26/2016 9/30/2023 - - 2016 EUR 350,000,000 Net amount
per year for
each
director.
For details,
please see
Part 13-
Additional
Information,
Chapter 5
Board of
Directors,
subchapter
5.7
Remunerati
on of
directors
from the
IPO
Prospectus
payment order from 26 April 2017. 354,109,700 1,612,580,163 -
13 COMMUNICATIO
NS N.V.
Directors April/May
2017
April/May
2020
- - Manageme
nt contracts
EUR 100,000 from 26
April 2017.
Monthly,
payment order
- -
-

Serghei Bulgac

Chief Executive Officer

Page 4 of 4

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