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Dalekovod d.d. — Share Issue/Capital Change 2014
Jun 30, 2014
2088_dirs_2014-06-30_304fc42e-21bb-422c-85f1-07ddb965f9b6.pdf
Share Issue/Capital Change
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Ulica Marijana Čavića 4, Zagreb Tel:+385 1 24 11 111 Fax:+385 1 61 71 283 e-mail: [email protected]
HH
Title: Notice of Acquisition of Shares
Zagreb, 18 June 2014 – Enclosed please find two Subscription Forms/declarations of subscription for new shares issued in the process of share capital increase in Dalekovod d.d. – Round 1.
This notice is given because Željko Lekšić is a person affiliated with Dalekovod d.d. as its Management Board Member, while Ivan Lekšić is Željko Lekšić's son and is as such an affiliate.
The requirement to give such notice is defined in Article 464 of the Capital Market Act.
Encl.:
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Subscription Forms/declaration of subscription for new shares issued in the process of share capital increase in Dalekovod d.d. – Round 1 for Željko Lekšić
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Subscription Forms/declaration of subscription for new shares issued in the process of share capital increase in Dalekovod d.d. – Round 1 for Ivan Lekšić
Dalekovod d.d.
SUBSCRIPTION FORM
Declaration of subscription for new shares issued in the process of share capital increase in Dalekovod, d.d., Zagreb – Round 1
On 22 July 2013, the General Meeting of Dalekovod, d.d., having its registered office at Marijana Čavića 4, Zagreb (the "Issuer"), passed its Resolution to authorize the Issuer's Management Board to increase the share capital by cash contributions by up to HRK 60 million by issuing new shares having a nominal value per share of HRK 10.00 ("New Shares") within 5 years of the Resolution's registration date to the exclusion of the right of first refusal granted to the shareholders holding Company shares issued against cash contributions pursuant to the Ordinary General Meeting's Resolution of 22 July 2013.
Pursuant to such General Meeting's Resolution, the Issuer's Management Board passed, on 6 May 2014, its Resolution to increase the share capital and issue ordinary shares by cash contributions to the exclusion of the right of first refusal granted to the shareholders holding Company shares issued against cash contributions pursuant to the Ordinary General Meeting's Resolution of 22 July 2013, whereby the Issuer's share capital is increased from HRK 187,194,330.00 by up to HRK 60,000,000.00 to up to HRK 247,194,330.00. Such increase in Issuer's share capital will be carried out by a cash payment by issuing up to 6,000,000 new registered shares, each having a nominal value of HRK 10.00. The New Shares issue will be deemed successfully completed if at least 3,600,000 New Shares are subscribed and paid for within the period for subscription and payment provided for in the public notices.
Pursuant to such Resolutions, the Issuer published, on 7 May 2014, its Public Notice for Subscription for Shares without publishing a prospectus, which notice detailed the terms of subscription and payment for New Shares.
| Issuer: | Dalekovod d.d. |
|---|---|
| Nominal value of one New Share: | HRK 10.00 |
| The amount for which one New Share is issued: | HRK 10.00 |
| The total amount by which the share capital is increased: | HRK 60,000,000.00 |
| The total number of New Shares: | 6,000,000 |
| The number of New Shares a Subscriber may subscribe for in Round 1 based on the right of first refusal: |
The total number of New Shares is divided by the total number of existing shares entitling to subscribe for New Shares and multiplied by the number of shares held by the Investor on 21 May 2014 |
| Round 1 subscription period: | 26 May 2014 to 24 June 2014 |
| Deadline for receiving payments for new Shares in Round | 24 June 2014 at 11:59 p.m. |
| 1: | |
| Account for payments for New Shares: | HR1723600001300086117 |
BASIC TERMS OF THE NEW SHARES ISSUE
PARTICULARS FOR THE SUBSCRIBER
| Full name: | IVAN LEKŠIĆ |
|---|---|
| Residence: | ULICA JULIJA KNIFERA 4 |
| 10000 ZAGREB | |
| PIN: | 198817522364 |
| Contact address: | |
| Telephone: | |
| Mobile phone: | 003850919173437 |
| E-mail: | |
| Subscriber's account with CCDC: |
PARTICULARS FOR SUBSCRIBER'S ATTORNEY
| Full name: | |
|---|---|
| Residence: | |
| PIN: | |
| Contact address: | |
| Telephone: | |
| Mobile phone: | |
| E-mail: |
SUBSCRIPTION FOR NEW SHARES
| The number of New Shares subscribed for by the |
2448 |
|---|---|
| Subscriber in Round 1: | |
| The total nominal value of New Shares subscribed for in | HRK 24,480.00 |
| Round 1: | |
| The total amount for which the New Shares subscribed for | HRK 24,480.00 |
| by the Subscriber in Round 1 are issued: |
REFUND ACCOUNT NUMBER
| IBAN | HR3223600003223914201 |
|---|---|
If the share capital increase is not registered in the court registry within 12 months of the date the Share Capital Increase Resolution is passed, the Subscription Form will no longer be binding upon the Subscriber and the payment made will be promptly refunded to the shareholders.
The Subscriber hereby declares he is familiar with Issuer's Statutes.
The Subscriber/attorney hereby declares that all information provided in the Subscription Form is accurate and that the indicated refund account is held in his name.
The Subscriber agrees that CCDC and Zagrebačka banka d.d. may exchange any information contained in this Subscription Form and particulars about the securities account held with CCDC for the purpose of effecting the acquisition of New Shares by the Subscriber.
This Subscription Form is made in three equivalent counterparts, two of which shall be provided to the Issuer and one to the Subscriber.
ZAGREB, 18 June 2014
Subscriber
__________
SUBSCRIPTION FORM REVOCATION
Pursuant to the Public Notice to the Existing Shareholders of Dalekovod, d.d., I have subscribed or 1500 New Shares in:
Subscription Round 1 Subscription Round 2
of the procedure to increase the share capital of Dalekovod, d.d., Zagreb, on the basis of the Subscription Form submitted to Zagrebačka banka d.d. as Issuer's Agent.
I hereby revoke the subscription, effective as of the execution date of this Declaration.
I have been informed and agree that any funds already paid may be refunded to me within 7 business days of the completion date of the indicated subscription round.
Date: 18 June 2014
Signature:
__________ Subscriber
__________
SUBSCRIPTION FORM
Declaration of subscription for new shares issued in the process of share capital increase in Dalekovod, d.d., Zagreb – Round 1
On 22 July 2013, the General Meeting of Dalekovod, d.d., having its registered office at Marijana Čavića 4, Zagreb (the "Issuer"), passed its Resolution to authorize the Issuer's Management Board to increase the share capital by cash contributions by up to HRK 60 million by issuing new shares having a nominal value per share of HRK 10.00 ("New Shares") within 5 years of the Resolution's registration date to the exclusion of the right of first refusal granted to the shareholders holding Company shares issued against cash contributions pursuant to the Ordinary General Meeting's Resolution of 22 July 2013.
Pursuant to such General Meeting's Resolution, the Issuer's Management Board passed, on 6 May 2014, its Resolution to increase the share capital and issue ordinary shares by cash contributions to the exclusion of the right of first refusal granted to the shareholders holding Company shares issued against cash contributions pursuant to the Ordinary General Meeting's Resolution of 22 July 2013, whereby the Issuer's share capital is increased from HRK 187,194,330.00 by up to HRK 60,000,000.00 to up to HRK 247,194,330.00. Such increase in Issuer's share capital will be carried out by a cash payment by issuing up to 6,000,000 new registered shares, each having a nominal value of HRK 10.00. The New Shares issue will be deemed successfully completed if at least 3,600,000 New Shares are subscribed and paid for within the period for subscription and payment provided for in the public notices.
Pursuant to such Resolutions, the Issuer published, on 7 May 2014, its Public Notice for Subscription for Shares without publishing a prospectus, which notice detailed the terms of subscription and payment for New Shares.
| Issuer: | Dalekovod d.d. |
|---|---|
| Nominal value of one New Share: | HRK 10.00 |
| The amount for which one New Share is issued: | HRK 10.00 |
| The total amount by which the share capital is increased: | HRK 60,000,000.00 |
| The total number of New Shares: | 6,000,000 |
| The number of New Shares a Subscriber may subscribe for in Round 1 based on the right of first refusal: |
The total number of New Shares is divided by the total number of existing shares entitling to subscribe for New Shares and multiplied by the number of shares held by the Investor on 21 May 2014 |
| Round 1 subscription period: | 26 May 2014 to 24 June 2014 |
| Deadline for receiving payments for new Shares in Round | 24 June 2014 at 11:59 p.m. |
| 1: | |
| Account for payments for New Shares: | HR1723600001300086117 |
BASIC TERMS OF THE NEW SHARES ISSUE
PARTICULARS FOR THE SUBSCRIBER
| Full name: | ŽELJKO LEKŠIĆ |
|---|---|
| Residence: | JELAŠIĆEVA 3 |
| 10000 ZAGREB | |
| PIN: | 01906593723 |
| Contact address: | |
| Telephone: | |
| Mobile phone: | 003850912410010 |
| E-mail: | |
| Subscriber's account with CCDC: |
PARTICULARS FOR SUBSCRIBER'S ATTORNEY
| Full name: | |
|---|---|
| Residence: | |
| PIN: | |
| Contact address: | |
| Telephone: | |
| Mobile phone: | |
| E-mail: |
SUBSCRIPTION FOR NEW SHARES
| The number of New Shares subscribed for by the |
9957 |
|---|---|
| Subscriber in Round 1: | |
| The total nominal value of New Shares subscribed for in | HRK 99,570.00 |
| Round 1: | |
| The total amount for which the New Shares subscribed for | HRK 99,570.00 |
| by the Subscriber in Round 1 are issued: |
REFUND ACCOUNT NUMBER
| IBAN | HR4323600003215098643 |
|---|---|
If the share capital increase is not registered in the court registry within 12 months of the date the Share Capital Increase Resolution is passed, the Subscription Form will no longer be binding upon the Subscriber and the payment made will be promptly refunded to the shareholders.
The Subscriber hereby declares he is familiar with Issuer's Statutes.
The Subscriber/attorney hereby declares that all information provided in the Subscription Form is accurate and that the indicated refund account is held in his name.
The Subscriber agrees that CCDC and Zagrebačka banka d.d. may exchange any information contained in this Subscription Form and particulars about the securities account held with CCDC for the purpose of effecting the acquisition of New Shares by the Subscriber.
This Subscription Form is made in three equivalent counterparts, two of which shall be provided to the Issuer and one to the Subscriber.
ZAGREB, 18 June 2014
Subscriber
__________
SUBSCRIPTION FORM REVOCATION
Pursuant to the Public Notice to the Existing Shareholders of Dalekovod, d.d., I have subscribed or 6100 New Shares in:
Subscription Round 1 Subscription Round 2
of the procedure to increase the share capital of Dalekovod, d.d., Zagreb, on the basis of the Subscription Form submitted to Zagrebačka banka d.d. as Issuer's Agent.
I hereby revoke the subscription, effective as of the execution date of this Declaration.
I have been informed and agree that any funds already paid may be refunded to me within 7 business days of the completion date of the indicated subscription round.
Date: 18 June 2014
Signature:
__________ Subscriber
__________