Current report no. 92/2018 (8.11.2018)
Title:
Disclosure of delayed confidential information
Legal basis:
Article 17 section 1 MAR - confidential information
Content:
The Management of URSUS S.A. reports to the public opinion the content of confidential information whose disclosure was delayed under article 17 section 4 of MAR Regulation.
I.
“The Management of URSUS S.A. informs that on 10th October 2018 it submitted the request to open the restructuring procedure basing on the regulations of 15th May 2015 (Journal of Laws of 2015 item 978 as amended) (referred to as Restructuring Law) to the Regional Court in Lublin – Wschód seated in Świdnik. The issuing party in its request opted for the restructuring in the accelerated conciliation procedure - article 2 point 2 of Restructuring Law.
The decision of the Management was dictated by the care to continue the activities of the company and to respect the commitments of the company and its creditors. The accelerated conciliation procedure, concluding the agreement and its realization is the way to ensure the highest possible level of executing obligations.
Issuing the request to open the restructuring procedure aims to avoid filing bankruptcy by the Issuing Party by allowing to carry out the restructuring process while safeguarding the rights of all creditors. The Management of the Issuing Party is going to take legal and factual actions whose goal is to improve the economic situation of the company and to restore the capacities of the company to execute obligations while securing it against execution.
The confidential information is the step of the process within the meaning of article 17 point 4 of the Regulation no. 596/2014 of the European Parliament and of the Council of 16th April 2014 on market abuse (Market Abuse Regulation and repealing Directive 2003/6/WE of the European Parliament and of the Council and of the Commission Directive 2003/124/WE, 2003/125/WE and 2004/72/WE) hereinafter referred to as "Regulation". The above-mentioned step consists of the following events:
- Making a decision on preparing a request to open the restructuring procedure;
- Submitting the request to open the restructuring procedure to the court;
- Opening the procedure by the competent court.
Pursuant to article 17 point 4 of the Regulation the company informs the Financial Supervision Commission about the delay of disclosing the above-mentioned confidential information by the publication of the current report and it provides the explanation for this delay of disclosing confidential information pointed in article 17 pint 4 a – c of the Regulation.
The main reason for the delay of publishing confidential information to protect a legitimate interest of the company was seriously and directly threatened financial condition of the company in a situation when the regulations concerning the bankruptcy or restructuring cannot be applied and immediate disclosure of the confidential information would threat the interests of the shareholders, creditors and the company. The findings in this regard were determined basing on the regulations of Restructuring Law concerning the beginning of the protection of the debtor.
Disclosing the information on submitting the request to open the restructuring procedure of the company based on the Restructuring Law before the issuing of the order to open the accelerated conciliation procedure by the court, would initiate legal actions of some creditors of the company which aim at depleting the working capital of the company. Consequently, it would prevent the operating activities of the company, the realization of the restructuring procedure and it would mean significant damage to the shareholders and other creditors of the company. The delay in publishing the confidential information till the moment of issuing the decision on opening the accelerated conciliation procedure by the court aims at securing the company, its shareholders and contractors and it results from the provisions of the Restructuring Law. According to the legislation with the day of opening the restructuring procedure by the court, the company will be subject to legal protection against the creditors on the basis of the provisions of the law which in the opinion of the Management Board will allow to conduct and ease the restructuring procedure”
II.
“The Management of URSUS S.A. informs that on 17th October 2018 the Issuing Party received the information to complete formal irregularities to the request to open the restructuring procedure basing on the regulations submitted on 10th October 2018. The company will fulfil this obligation in within the prescribed deadline.
The confidential information is the step of the process within the meaning of article 17 point 4 of the Regulation no. 596/2014 of the European Parliament and of the Council of 16th April 2014 on market abuse (Market Abuse Regulation and repealing Directive 2003/6/WE of the European Parliament and of the Council and of the Commission Directive 2003/124/WE, 2003/125/WE and 2004/72/WE) hereinafter referred to as "Regulation". The above-mentioned step consists of the following events:
- Making a decision on preparing a request to open the restructuring procedure;
- Submitting the request to open the restructuring procedure to the court;
- Opening the procedure by the competent court.
Pursuant to article 17 point 4 of the Regulation the company informs the Financial Supervision Commission about the delay of disclosing the above-mentioned confidential information by the publication of the current report and it provides the explanation for this delay of disclosing confidential information pointed in article 17 pint 4 a – c of the Regulation.
The main reason for the delay of publishing confidential information to protect a legitimate interest of the company was seriously and directly threatened financial condition of the company in a situation when the regulations concerning the bankruptcy or restructuring cannot be applied and immediate disclosure of the confidential information would threat the interests of the shareholders, creditors and the company. The findings in this regard were determined basing on the regulations of Restructuring Law concerning the beginning of the protection of the debtor.
Disclosing the information on the call to remove any formal irregularities in the request to open the restructuring procedure of the company based on the Restructuring Law before the issuing of the order to open the accelerated conciliation procedure by the court, would initiate legal actions of some creditors of the company which aim at depleting the working capital of the company. Consequently, it would prevent the operating activities of the company, the realization of the restructuring procedure and it would mean significant damage to the shareholders and other creditors of the company. The delay in publishing the confidential information till the moment of issuing the decision on opening the accelerated conciliation procedure by the court aims at securing the company, its shareholders and contractors and it results from the provisions of the Restructuring Law. According to the legislation with the day of opening the restructuring procedure by the court, the company will be subject to legal protection against the creditors on the basis of the provisions of the law which in the opinion of the Management Board will allow to conduct and ease the restructuring procedure”.
