Major Shareholding Notification • Mar 21, 2022
Major Shareholding Notification
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Istanbul, 21 March 2022
From: Hilda Uziyel
1) Komisja Nadzoru Finansowego ul. Piękna 20 00-549 Warsaw (Poland)
2) Kino Polska TV S.A. ul. Puławska 435A 02-801 Warsaw (Poland)
Notification pursuant to the provisions of Article 69 Section 1 item 2, Article 69 Section 2 item 1 letter a) and Article 69 Section 2 item 2 in connection with Article 87 Section 5 item 1 of the Polish Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated on July 29th 2005
In performing the obligation specified in Article 69 Section 1 item 2, Article 69 Section 2 item 1 letter a) and Article 69 Section 2 item 2 in connection with Article 87 Section 5 item 1 of the Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies (Journal of Laws of 2021, item 1983, as amended) (the "Act on Public Offering"), it is hereby notified that as a result of the sale of shares of indirect shareholder of Kino Polska TV S.A. with its registered office in Warsaw (the "Company"), the indirect shareholding of Hilda Uziyel:
(i) decreased to 0% of total number of votes in the Company;
(ii) representing previously more than 10% of total votes in the Company changed by at least 2% of total number of votes in the Company; and
(ii) representing previously more than 33% of total votes in the Company changed by at least 1% of total number of votes in the Company.
On 17 March 2022, Hilda Uziyel (previously the beneficial owner of the Company) sold to Canal+ Luxembourg S.a r.l. ("Canal+") 70% of shares in Digital SPI International, Unipessoal LDA, with its registered office in Lisbon ("Digital SPI"), which indirectly holds 12,913,285 shares in the Company, representing 65.15% of the Company's share capital and conferring the right to 65.15% of the total number of votes in the Company (the "Majority Stake").
Digital SPI holds 100% of shares in Cooperatieve SPI International U.A. with its registered office in Amsterdam ("SPI COOP"), which holds 100% of shares in SPI International B.V. with its registered seat in Amsterdam, being the majority shareholder of the Company holding the Majority Stake (the "Majority Shareholder").
The number of shares held prior to the change in the shareholding and the 2) proportion of the Company's share capital represented by those shares, as well as the number of votes attached to those shares and the proportion of the voting rights held:
Before the abovementioned sale, Hilda Uziyel held indirectly the Majority Stake (i.e. 12,913,285 of shares representing 65.15% of the share capital and entitling to 65.15% of the total number of votes in the Company) as she held 100% of shares in Digital SPI, which holds 100% of shares in SPI COOP, which in turn holds 100% of shares in Majority Shareholder holding the Majority Stake.
3) The current number of shares held and the proportion of the Company's share capital represented by those shares, as well as the number of votes attached to those shares and the proportion of the voting rights held:
After the abovementioned sale, Hilda Uziyel does not hold, directly or indirectly, any shares or votes in the Company.
Subsidiaries of the shareholder that makes the notification, which hold the 4) Company's shares:
There are no subsidiaries of Hilda Uziyel that hold the shares of the Company.
5)
There are no persons mentioned in Art. 87.1 (3) (c) of Act on Public Offering.
6) The number of votes from shares, calculated pursuant to Article 69b.2, to whose acquisition they are entitled or obliged as a holder of financial instruments referred to in Article 69b.1 (1), as well as financial instruments referred to in Article 69b.1 (2) which are not exercised solely by cash settlement, the type and the name of those financial instruments, the date of their expiration, and about the date or time limit within which the acquisition of shares will or may occur:
Not applicable.
7) The number of votes from shares, calculated pursuant to Article 69b.3, to which the financial instruments referred to in art. 69b.1 (2) refer directly or indirectly, the type and the name of these financial instruments, and about the date of their expiration:
Not applicable.
8) The total number of votes as indicated pursuant to subparagraph (3), (6), and (7) and its percentage share in the general number of votes.
After the abovementioned sale, Hilda Uziyel does not hold, directly or indirectly, any shares or votes in the Company.
Ms. Hilda Uziyel
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