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#Current report 73/2018

Current report 73/2018 (31.08.2018)

Title:

Conclusion by the entities associated with the Issuer of agreements on acquisition of S series shares of the Issuer

Legal basis:

Art. 70 sec. 1 of the Act on Public Offering

Message:

The Management Board of the Issuer hereby informs that on the 31 August 2018, with reference to adoption by the Extraordinary General Meeting of the company URSUS S.A. in Lublin on the 31 August 2018 of the resolution no. 6/2018 on increasing the Company’s share capital by means of issuance of S series ordinary bearer shares, complete exclusion of the current shareholders from the right of subscription of S series shares and change of the Company’s Articles of Association, as well as the resolution no. 7/2018 on applying for for admission and introduction of the shares of S series shares to public trading on the regulated market operated by the Warsaw Stock Exchange and dematerialization of S series shares:

1.

a) URSUS S.A. offered POL-MOT Holding S.A. with the seat in Warsaw (the majority shareholder of the Issuer) acquisition of 800 000 of S series shares of the Company at the issue price of PLN 2,50 each share;

b) URSUS S.A. concluded with POL-MOT Holding S.A. with the seat in Warsaw an agreement on acquisition of shares through a private subscription, under which POL-MOT Holding S.A. accepted the offer mentioned above and acquired 800 000 of S series ordinary bearer shares issued by the Company, of the nomional value 1,00 PLN per share, at the issue price of PLN 2,50 each share;

c) Before the acquisition described above POL-MOT Holding S.A. held 14 066 166 (23,77%) shares of the company URSUS S.A., entitling to 14 066 166 (23,77%) votes at the Issuer’s general meetings, after registration by the Registry Court of the increase of the share capital carried out according to the resolutions of the Extraordinary General Meeting described in the introduction of this Report, POL-MOT Holding S.A. will increase its block of Issuer’s shares by 800 000 shares and will have another 800 000 votes at the Issuer’s general meetings.

2.

a) URSUS S.A. offered PROLOGUS sp. z o.o. with the seat in Warsaw (related company of Invest-Mot sp. z o.o.) acquisition of 880 000 of S series shares of the Company at the issue price of PLN 2,50 each share;

b) URSUS S.A. concluded with PROLOGUS sp. z o.o. with the seat in Warsaw an agreement on acquisition of shares through a private subscription, under which PROLOGUS sp. z o.o. accepted the offer mentioned above and acquired 880 000 of S series ordinary bearer shares issued by the Company, of the nomional value 1,00 PLN per share, at the issue price of PLN 2,50 each share;

c) Before the acquisition described above PROLOGUS sp. z o.o. did not hold shares of the company URSUS S.A., after registration by the Registry Court of the increase of the share capital carried out according to the resolutions of the Extraordinary General Meeting described in the introduction of this Report, PROLOGUS sp. z o.o. will hold 880 000 shares and will have 880 000 votes at the Issuer’s general meetings.

3.

a) URSUS S.A. offered POL - MOT AUTO S.A. with the seat in Warsaw (related company of POL-MOT Holding S.A.) acquisition of 1 520 000 of S series shares of the Company at the issue price of PLN 2,50 each share;

b) URSUS S.A. concluded with POL-MOT AUTO S.A. with the seat in Warsaw an agreement on acquisition of shares through a private subscription, under which POL-MOT AUTO S.A. accepted the offer mentioned above and acquired 1 520 000 of S series ordinary bearer shares issued by the Company, of the nomional value 1,00 PLN per share, at the issue price of PLN 2,50 each share;

c) Before the acquisition described above POL-MOT AUTO S.A. held 2 000 000 (3,38%) shares of the company URSUS S.A., entitling to 2 000 000 (3,38%) votes at the Issuer’s general meetings, after registration by the Registry Court of the increase of the share capital carried out according to the resolutions of the Extraordinary General Meeting described in the introduction of this Report, POL-MOT AUTO S.A. will increase its block of Issuer’s shares by 1 520 000 shares and will have another 1 520 000 votes at the Issuer’s general meetings.

4.

a) URSUS S.A. offered „INVEST – MOT” sp. z o.o. with the seat in Warsaw (the majority shareholder of POL-MOT Holding S.A.) acquisition of 100 000 of S series shares of the Company at the issue price of PLN 2,50 each share;

b) URSUS S.A. concluded with „INVEST – MOT” sp. z o.o. with the seat in Warsaw an agreement on acquisition of shares through a private subscription, under which „INVEST – MOT” sp. z o.o. accepted the offer mentioned above and acquired 100 000 of S series ordinary bearer shares issued by the Company, of the nomional value 1,00 PLN per share, at the issue price of PLN 2,50 each share;

c) Before the acquisition described above „INVEST – MOT” sp. z o.o. held 2 000 000 (3,38%) shares of the company URSUS S.A., entitling to 2 000 000 (3,38%) votes at the Issuer’s general meetings, after registration by the Registry Court of the increase of the share capital carried out according to the resolutions of the Extraordinary General Meeting described in the introduction of this Report, „INVEST – MOT” sp. z o.o. will increase its block of Issuer’s shares by 100 000 shares and will have another 100 000 votes at the Issuer’s general meetings.

The effected acquisitions of S series shares do not cover the entire subscription of S series shares, once the subscription is ended the Issuer will publish a report summarising the issuance of S series shares through a private subscription.