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Kruk S.A. Capital/Financing Update 2016

May 9, 2016

5678_rns_2016-05-09_fa7e5ec6-3e4a-48ce-ba59-5429866120b5.html

Capital/Financing Update

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Current Report No. 37/2016

Date of the report: May 9th 2016

Subject: Resolution of the Management Board on issue of bonds under theThird Public Bond Issue Programme

Legal basis: Art. 56.5 of the Act on Public Offering - Information update

Text of the report:

Further to Current Report No. 94/2015 of December 30th 2015 on the ThirdPublic Bond Issue Programme (the "Programme"), the Management Board ofKRUK S.A. (the "Issuer" or "Company") announces that on May 9th 2016 itpassed a resolution on the issue of Series AB2 bonds ("Bonds") anddetermination of their final terms and conditions, including the issueprice and number of Bonds to be issued. The Bonds are covered by thebase Prospectus approved by the Polish Financial Supervision Authorityon February 4th 2016, available from the Company's website:www.kruksa.pl.

The issue will comprise up to 1,350,000 unsecured bearer Bonds inbook-entry form, which will be offered in a public offering. The Issuerwill seek to introduce the Bonds to trading on the regulated Catalystmarket operated by the Warsaw Stock Exchange.

In compliance with Art. 54.3 of the Public Offering Act, the Companyannounces that the Bonds will be offered at the issue price equal totheir nominal value of PLN 100 per bond, and that their total nominalvalue will not exceed PLN 135m.

Net proceeds from the issue will be used in accordance with theobjectives of the Bond Issue Programme.

The Bonds will bear interest at a variable rate equal to 3M WIBOR (therate charged for three-month borrowings denominated in PLN on the Polishinterbank market) plus a fixed margin of 3.15 percentage points.

The maturity period of the Bonds is 60 months from the allotment date,with the proviso that the Issuer will have the right to early redeem allor a part of the Bonds at its own option, but no earlier than six monthsfrom the allotment date. The Issuer's Management Board will decide atits own discretion whether to call any of the Bonds early. TheBondholders will have no right to call for early redemption, except insituations referred to in Art. 74.2, Art. 74.4 and Art. 74.5 of the Acton Bonds of January 15th 2015, i.e. in the event of the Issuer's failureto timely fulfil, in whole or in part, its obligations under the Bonds,in the event of the Issuer's merger with another entity, its division ortransformation of its legal form, if the entity which has assumed theIssuer's obligations under the Bonds is not authorised to issue bonds,or in the event of the Issuer's liquidation.

The Bonds will only confer the rights to cash payments.

The Company Management Board states that, as at the last day of thequarter immediately preceding the offering of the Bonds, i.e. as atMarch 31st 2016, the Issuer's liabilities totalled PLN 891m, includingliabilities under borrowings and other debt instruments of PLN 849m, andnone of the Issuer's liabilities were past due.

The growth prospects of the debt collection market, and particularly thesignificant supply of cases expected to be outsourced for collection bythe banking sector within the next several years, is an opportunity forthe Issuer and its Group to purchase a large volume of debt portfolios.The Issuer expects the KRUK Group to make significant investments indebt portfolios over those years. As before, such investments will befinanced with the KRUK Group's internally generated funds from allsegments of its business, including proceeds from debt portfoliospurchased and from credit management services, as well as with borrowedfunds, in particular bank loans and bonds issued by the Issuer.

Projects to be financed with proceeds from the issue of the unsecuredBonds will be comparable to similar projects undertaken by the Companyto date.

The Company also reports that, pursuant to Art. 24.1 of the PublicOffering Act, complete information on the detailed terms and conditionsof the Bonds issued under the Programme (Final Terms and Conditions ofthe Bonds) will be published on the Issuer's website www.kruksa.pl andadditionally on the website of the Offeror, Dom Maklerski BDM S.A.www.bdm.pl