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EMC Instytut Medyczny S.A. — Major Shareholding Notification 2021
Nov 17, 2021
5596_rns_2021-11-17_cccc156e-066a-48cc-80b9-624b216ebd49.pdf
Major Shareholding Notification
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Date: 16.11.2021
Penta Hospitals International a.s. Digital Park II, Einsteinova 25 85101 Bratislava; Bratislavsky; ("PHI" or the "Notifier")
Komisja Nadzoru Finansowego ul. Piekna 20 00-549 Warszawa knf(@knf.gov.pl
and
EMC Instytut Medyczny S.A. ul. Pilczycka 144-148 54-144 Wrocław
Acting on the basis of Article 69a paragraph 1 sec. 3) and Article 69 of Public Offer and the Conditions for Introducing Financial Instruments to the Organized Trading System and Public Companies Act, We notify that on 16.11.2021 the threshold of 75% of votes in EMC Instytut Medyczny S.A. (further also as the Company) was exceeded in relation to the acquisition by PHI of 95% of shares in Careup B.V.
1. The date and kind of the event resulting in the change of the share of votes held which the notification concerns:
On 16.11.2021 the threshold of 75% of votes in EMC Instytut Medyczny S.A. was exceeded in relations to the acquisition by the Notifier of 95% (total of 75.905.000) of shares in Careup B.V., with its registered office at Strawinskylaan 1223 1077 XX, Amsterdam, Netherlands, registered with the Trade Register held by the Chamber of Commerce under registration number: 37143600, which holds 83,52% of the voting rights in Company
- The number of shares held before the change in the share of votes held and the percentage share of the shares in the initial capital of the company and about the number of votes attached to these shares and their percentage share in the total number of votes:
Prior to the transaction, the Notifier indirectly held 4,12% of shares of the Company through its 5% share stake in CareUp B.V of the Netherlands, the direct holder of 83,52% of votes in the Company.
Prior to the transaction, the Notifier indirectly held 4,18% of votes of the Company through its 5% voting stake in CareUp B.V of the Netherlands, which held 83,52% of votes in the Company.
- The number of currently held shares and their percentage share in the initial capital of the company and about the number of votes attached to these shares and their percentage share in the total number of votes:
In relation to the transaction, the Notifier indirectly acquired total of 17.370.226 shares representing 78,28% of shares of the Company, which indirectly provides 79,34% of votes at the general meeting of the Company.
As a result of the transaction, the Notifier currently indirectly holds combined stake of 18.284.448 shares representing 82,40% of shares of the Company, which indirectly provides 83,52% of votes at the general meeting of the Company.
4. Subjects subsidiary to the shareholder making the notification and holding the company's shares;
On the transaction date and before the transaction, the Notifier indirectly held 4,12% of shares of the Company, through its 5% share stake in CareUp B.V., the direct holder of 82,40% of the shares in the Company.
On the transaction date and in connection with the transaction, the Notifier indirectly acquired 78,28% of shares in the Company through
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direct acquisition of 95% share stake in CareUp B.V., the direct holder of 82,40% of shares in the Company.
| Final Shareholding Structure | ||
|---|---|---|
| ------------------------------ | -- | -- |
| Reg. no. | Stake | ||||
|---|---|---|---|---|---|
| Penta Hospitals International a. s. | Joint-Stock Company |
46062513 | |||
| CareUp B.V. | Limited Liability Company |
37143600 | 100,00% | ||
| EMC Instytut Medyczny S.A. |
Joint-Stock Company |
222636 | 82,40% |
5. The persons referred to in Article 87, paragraph 1, subparagraph 3, letter c:
At the date of the transaction, there were no persons referred to in Article 87, paragraph 1, subparagraph 3, letter c.
- The number of votes attached to shares, calculated in the manner set out in Article 69b, paragraph 2, which it is entitled or obliged to acquire as the holder of the financial instruments referred to in Article 69b, paragraph 1, subparagraph 1 and the financial instruments referred to in Article 69b, paragraph 1, subparagraph 2 which are not exercised exclusively through a financial settlement, the type or name of such financial instruments, their expiry date and the date or time limit when the share acquisition will or may take place:
Not applicable.
- The number of votes attached to shares, calculated in the manner set out in Article 69b, paragraph 3, to which the financial instruments referred to in Article 69b, paragraph 1, subparagraph 2 relate, whether directly or indirectly, the type or name of such financial instruments and the expiry date of such financial instruments:
Not applicable.
- The aggregate total number of the votes specified under subparagraphs 3, 6 and 7 and its percentage share in the overall number of votes:
In relation to the transaction, the Notifier currently indirectly holds combined stake of 18.284.448 shares representing 82,40% of shares of the Company, which indirectly provides 83,52% of votes at the general meeting of the Company.
The Notifier informs that he does not consent to the publication of its contact details.
MM
Ing, Martin Hrežo, FCCA, MBA Chairman of the Board of Directors
On behalf of the Notifier
Mgr. Jozef Mathia
Member of the Board of Directors
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