Report 3/2021 Information on completed public offering
STS Holding S.A. (the “Issuer”) is hereby publishing information on the completed public offering (the “Offering”) of 46,874,998 ordinary series B shares of the Issuer with a nominal value of 1.00 each (the “Offer Shares”), sold by MJ Investments sp. z o.o., Juroszek Investments sp. z o.o. and Betplay Capital sp. z o.o. (the “Selling Shareholders”)
All capitalized terms not defined in this current report have the meanings assigned to them in the Issuer’s prospectus approved by the Polish Financial Supervision Authority (Komisja Nadzoru Finansowego) on November 23, 2021 (the “Prospectus”), together with the supplements, errata and update reports.
- Start and end dates of the subscription or sale
Start and end dates of the book building process among the Institutional Investors – November 24 – December 2, 2021.
Start and end dates of accepting purchase orders from the Retail Investors: November 25 – December 1, 2021.
Start and end dates of accepting purchase orders from the Institutional Investors: December 3 – 7, 2021.
- Date of allotment of securities
December 8, 2021.
- Number of securities subscribed for or sold
46,874,998 (including 42,613,636 Sale Shares and 4,261,362 Over-Allotment Shares).
- Reduction rate
The reduction covered only subscriptions for the Offer Shares offered to the Retail Investors. The average reduction rate for subscriptions made by the Retail Investors was 87.203%.
- Number of securities subscribed for in subscription or sale
In the Offering, subscriptions were submitted for 55,493,226 Offer Shares in total, including subscriptions for 14,769,590 Offer Shares submitted by the Retail Investors and subscriptions for 40,723,636 Offer Shares submitted by the Institutional Investors. In addition, 4.261.362 Over-Allotment Shares were borrowed by the Stabilisation Manager in relation to the stabilisation option.
- Number of securities allotted in the subscription or sale
In connection with the Offering, the Selling Shareholders allotted 46,874,998 Offer Shares, in the following manner: (i) 1,890,000 Offer Shares were allotted to the Retail Investors; (ii) 44,984,998 Offer Shares were allotted to the Institutional Investors.
- Price at which the securities were taken up (purchased)
The Offer Shares were purchased at PLN 23.00 per Offer Share.
- Number of persons who have subscribed for the securities in subscription or sale
Due to the fact that Individual Investors could have made multiple subscriptions, the Company is not able to indicate the number of final Individual Investors who subscribed for shares. In the Offer, the 4,294 subscriptions were accepted in Individual Investors category. Subscriptions for the Offer Shares were also submitted by 206 Institutional Investors.
- Number of persons to whom the securities were allotted in subscription or sale
Due to the fact that Individual Investors could have made multiple subscriptions, the Company is not able to indicate how many individual investors were allotted shares. In the Offer, the 4,294 subscriptions were accepted in Individual Investors category on the basis of which the shares were allotted. In connection with the Offering, the Issuer allotted the Offer Shares also to 206 Institutional Investors.
- The names of the underwriters who have subscribed for securities in execution of the underwriting agreements, with an indication of the number of securities which they have subscribed for, together with the actual price per unit of the security, being the issue or sale price, after deducting the consideration for subscribing for a unit of the security, in execution of the underwriting agreement, purchased by the underwriter
No shares in the Issuer have been acquired by the underwriters in relation to the Underwriting Agreement.
- The value of subscription or sale
The value of the Offer Shares subscription, understood as the product of the number of the Offer Shares offered and the sale price of the Offer Shares, was PLN 1,078,124,954.00.
- The amount of total costs that have been included in the cost of issuance
As at the date of this report, the Issuer does not have information about the final settlement of the issue costs. Those costs will be published in the form of a current report after receiving a breakdown and approval of all costs from all the entities involved in the work on preparation and completion of the Offering.
- The average cost of conducting the subscription or sale per unit of the security covered by the subscription or sale
As at the date of this report, the Issuer does not have information about the final settlement of the issue costs and consequently the average sale cost per Offer Share is not known. Those costs will be published in the form of a current report after receiving a breakdown and approval of all costs from all the entities involved in the work on preparation and completion of the Offering.
- Method of payment for taken up (purchased) securities
The payments for Offer Shares have been made in cash.
Legal basis: §16 of the Regulation of the Minister of Finance dated March 29, 2018, on current and periodic information provided by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state.