Kruk S.A. — Share Issue/Capital Change 2019

Feb 11, 2019

Current Report No. 5/2019

Date of the report: February 11th 2019

Subject: Registration of a change in the share capital of KRUK S.A.

Legal basis: Art. 56.1.2 of the Public Offering Act - Current andperiodic information

Text of the report:

The Management Board of KRUK S.A. (the "Company") announces thatreceived a decision to register on February 11th 2019 by the DistrictCourt for Wrocław-Fabryczna in Wrocław, 6th Commercial Division of theNational Court Register, on February 1st 2019, of a PLN 15,270 increasein the share capital of KRUK S.A. through the issue of Series F shares.The entry of the share capital increase in the National Court Registeris of declaratory nature. Pursuant to Resolution No. 26/2014 of theAnnual General Meeting of KRUK S.A. (Resolution) dated May 28th 2014,the share capital was increased as part of the conditional share capitalincrease through the issue of 15,270 Series F shares with a par value ofPLN 1.00 per share. The issue of Series F shares was related to theexercise of rights attached to Series A and B subscription warrants byeligible persons. Series A and B warrants were issued as part of theincentive scheme addressed to key management staff of KRUK S.A. and theGroup companies.

KRUK S.A.'s share capital currently comprises:

- 2,692,220 Series A bearer shares with a par value of PLN 1 per share,

- 11,366,600 Series AA bearer shares with a par value of PLN 1 per share,

- 1,250,000 Series B bearer shares with a par value of PLN 1 per share,

- 491,520 Series C bearer shares with a par value of PLN 1 per share,

- 1,100,000 Series D bearer shares with a par value of PLN 1 per share

- 843,876 Series E bearer shares with a par value of PLN 1 per share

- 142,645 Series F bearer shares with a par value of PLN 1 per share and

- 1,000,000 Series G bearer shares with a par value of PLN 1 per share.

Currently, the share capital of KRUK S.A. amounts to PLN 18,886,861 andis divided into 18,886,861 shares, conferring 18,886,861 voting rightsat the Company's General Meeting.

At the same time, in accordance with the above, Par. 4.1 of theCompany's Articles of Association was amended to give it the followingwording:

"Par. 4 Share Capital

1. The share capital of the Company amounts to 18,886,861 (in words:eighteen million eight hundred and seventy one thousand five hundred andninety one) zlotys and is divided into 18,886,861 (in words: eighteenmillion eight hundred and eighty six thousand eight hundred and sixtyone) shares with the par value of 1 (one) zloty each, of which:

(a) 2 692 220 (in words: two million six hundred ninety two thousand twohundred twenty) ordinary bearer shares of A series,

(b) 11 366 600 (in words: eleven million three hundred sixty sixthousand six hundred) ordinary bearer shares of AA series,

(c) 1 250 000 (in words: one million two hundred fifty thousand)ordinary bearer shares of B series,

(d) 491 520 (in words: four hundred ninety one thousand five hundredtwenty) ordinary bearer shares of C series,

(e) 1 100 000 (in words: one million one hundred thousand) ordinarybearer shares of D series,

(f) 843 876 (in words: eight hundred forty three thousand eight hundredseventy six) ordinary bearer shares of E series,

(g) 142,645 (in words: one hundred and forty two thousand six hundredand forty five) ordinary bearer shares of F series,

(h) 1 000 000 (in words: one million) ordinary bearer shares of Gseries."

The issuer shall attached consolidated text of the Statute of theCompany taking into account the above change.

Detailed legal basis: Par. 5.1 of the Regulation of the Minister ofFinance of April 20th 2018 on current and periodic information [...]