AI assistant
Grupa Pracuj S.A. — Major Shareholding Notification 2022
Jan 14, 2022
5636_rns_2022-01-14_6cfe98c5-97af-4609-a6cd-605ca0b31377.pdf
Major Shareholding Notification
Open in viewerOpens in your device viewer
From:
(i) TCV Luxco Perogie S.à r.l. 287-289, route d'Arlon L-1150 Luxembourg (ii) TCV IX, L.P. P.O. Box 309 Ugland House
Grand Cayman, KY1-1104 Cayman Islands
(iii) Technology Crossover Management IX, L.P. P.O. Box 309 Ugland House Grand Cayman, KY1-1104 Cayman Islands
(iv) Technology Crossover Management IX, Ltd P.O. Box 309 Ugland House Grand Cayman, KY1-1104 Cayman Islands
(hereinafter jointly referred to as the "Notifying Parties" and each of them individually as a "Notifying Party")
To:
- (i) Polish Financial Supervision Authority (Komisja Nadzoru Finansowego) ul. Piękna 20 00-549 Warsaw, Poland
- (ii) Grupa Pracuj S.A. ul. Prosta 68 00-838 Warsaw, Poland
14 January 2022
Dear Sirs,
The Notifying Parties, duly represented by the undersigned, pursuant to Article 69 section 2 point 1 letter a) of the act of 29 July 2005 on public offering, the conditions governing the introduction of financial instruments to organized trading, and on public companies (the "Act on Public Offering"), hereby notify you that due to the fact that TCV Luxco Perogie S.à r.l., with its registered office in Luxembourg, the Grand Duchy of Luxembourg ("TCV LuxCo"), has purchased 1,392,513 shares in the share capital of Grupa Pracuj S.A., with its registered seat in Warsaw (the "Company"), carrying the right to 1,392,513 votes at the general meeting of the Company, representing approximately 2.04% of the entire share capital of the Company and approximately 2.04% of the total number of votes at the general meeting of the Company, in connection with the completion of stabilisation transactions undertaken by Citigroup Global Markets Europe AG ("Stabilising Manager") involving the Company's shares, in connection with the Company's initial public offering conducted in Poland, the number of votes of TCV LuxCo at the general meeting of the Company has increased by 2.04%.
1. Date and type of the event resulting in the change in the shareholding to which this notification relates
In connection with the completion of stabilisation transactions and the exercise of the put option by the Stabilising Manager over 1,392,513 shares in the Company, on 12 January 2022 TCV LuxCo acquired an aggregate of 1,392,513 shares in the share capital of the Company, carrying the right
to 1,392,513 votes at the general meeting of the Company, representing approximately 2.04% of the entire share capital of the Company and approximately 2.04% of the total number of votes at the general meeting of the Company.
2. Number of shares held prior to the change of the shareholding and the percentage share in the share capital of the Company as well as the number of votes attached to such shares and their percentage share in the overall number of votes
Prior to the acquisition of the shares referred to above, TCV LuxCo held 7,246,348 shares in the share capital of the Company, carrying the right to 7,246,348 votes at the general meeting of the Company, representing approximately 10.64% of the entire share capital of the Company and approximately 10.64% of the total number of votes at the general meeting of the Company.
3. The number of currently held shares and their percentage share in the share capital of the Company and the number of votes attached to such shares and their percentage share in the overall number of votes
As a consequence of the completion of stabilisation transactions and the exercise of the put option by the Stabilising Manager, currently TCV LuxCo holds an aggregate of 8,638,861 shares in the share capital of the Company, carrying the right to 8,638,861 votes at the general meeting of the Company, representing approximately 12.68% of the entire share capital of the Company and approximately 12.68% of the total number of votes at the general meeting of the Company.
4. Subsidiaries of the Notifying Parties who hold shares in the Company
There are no subsidiaries of the relevant Notifying Parties other than TCV LuxCo that hold, directly or indirectly shares in the Company. TCV LuxCo is a subsidiary of (i) TCV IX, L.P. which general partner is (ii) Technology Crossover Management IX, L.P., (iii) which general partner is Technology Crossover Management IX, Ltd.
5. Persons referred to in Article 87 section 1 point 3 (c) of the Act on Public Offering
No persons referred to in Article 87 section 1 point 3 (c) of the Act on Public Offering exist.
6. The number of votes attached to the shares, calculated in the manner specified in Article 69b section 2 of the Act on Public Offering, which the Notifying Party are authorised or required to acquire as the holder of the financial instruments referred to in Article 69b section 1 point 1 of the Act on Public Offering and the financial instruments referred to in Article 69b section 1 point 2 of the Act on Public Offering, and which are not exercised exclusively by way of a cash settlement, the type or name of such financial instruments, the date of expiry thereof and the date or other deadline within which the shares may or will be acquired
Not applicable.
7. Number of votes attached to the shares, calculated in the manner specified in Article 69b section 3 of the Act on Public Offering, to which the financial instruments referred to in Article 69b section 1 point 2 of the Act on Public Offering relate, directly or indirectly, the type or name of such financial instruments and the date of expiry of such financial instruments
Not applicable.
8. The sum of the number of votes indicated in items 3, 6 and 7 above, and the percentage share thereof in the overall number of votes
As stated in section 3 above.
For and on behalf of: (i) TCV Luxco Perogie S.à r.l.; (ii) TCV IX, L.P.; (iii) Technology Crossover Management IX, L.P.; and (iv) Technology Crossover Management IX, Ltd:
_______________________________ _______________________________ Jacek Zawadzki Attorney-in-fact Jacek Andrzej Zawadzk i Digitally signed by Jacek Andrzej Zawadzki Date: 2022.01.14 13:29:21 +01'00'