Not for release, publication or distribution directly or indirectly, in or into the United States of America, Australia, Canada, Japan or the United Kingdom, or in any other jurisdiction where to do so would be restricted or prohibited by law.
The Management Board of Cyfrowy Polsat S.A. (the “Company”) informs that on 13 December 2022 the Company executed a Side and Policy Agreement (the “Side Agreement”) with the International Finance Corporation (the “IFC”).
The Side Agreement has been executed in relation to the IFC’s contemplated acquisition of bonds that the Company may issue under a program for the issuance of the Company’s bonds with the total maximum nominal value of PLN 4,000,000,000 (four billion zloty) (the “Program”) announced by the Company in its current report No. 31/2022 dated 29 November 2022.
The execution of the Side Agreement does not impose a contractual obligation on the IFC to purchase any of the Company's bonds that may be issued under the Program. The Company does not commit to the IFC to issue any bonds under the Program. The Company will make the final decision on the issuance of bonds under the Program and on the terms of issue in a relevant resolution of the Company’s Management Board which, if and when adopted, will be disclosed in a separate current report.
The Side Agreement provides for a commitment to spend specified amounts on clean energy projects on the terms described in detail in the Side Agreement (the “Projects”).
According to the Side Agreement, the Company and certain other companies that will be authorized to develop the Projects under the Side Agreement (the “Project Companies”) will, within the timeframes set out in the Side Agreement, among other things, implement appropriate policies and take actions to meet the IFC’s environmental, community and workers safety requirements (the “E&S Requirements”) while putting in place and developing an appropriate system (the “E&S Management System”) to manage the environmental and community concerns and identify risks associated with the Project Companies’ implementation of the Projects.
The Side Agreement also imposes customary counter-terrorism, anti-money laundering and anti-corruption obligations on the Company.
According to its provisions, the Side Agreement will terminate, without limitation, if and when (i) the IFC is not allotted any bonds to be issued under the Program or (ii) the IFC ceases to hold any bonds to be issued by the Company under the Program.
Legal basis: Article 17 Section 1 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.
Disclaimer:
This current report was prepared in accordance with Article 17 Section 1 of Regulation No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC.
This current report is solely for information purposes and is published by the Company exclusively in order to provide essential information on the execution of the Side Agreement with the IFC. This current report is by no means intended, whether directly or indirectly, to promote the offering or the issuance of the Company’s bonds and does not constitute adverting material prepared or published by the Company for the purpose of promoting the offering or the issuance of the Company’s bonds soliciting, whether directly or indirectly, prospective investors.
This current report or any part hereof is not intended for distribution, whether directly or indirectly, within the territory of or in the United States of America or other jurisdictions where such distribution, publication or use may be subject to restrictions or may be prohibited by law. The securities referred to in this material have not been and will not be registered under the U.S. Securities Act of 1933, as amended, and they cannot be offered or sold in the United States of America. The Company does not intend to register, or conduct any offering of the Bonds in the United States of America. Subject to the Company making its final decision on issuing the Bonds and their terms in a relevant resolution adopted by the Management Board of the Company, the Bonds are intended to be offered and sold solely outside the United States of America in offshore transactions in reliance on Regulation S under the U.S. Securities Act.
Current report no. 34/2022 724.6 KB
