Not for release, publication or distribution directly or indirectly, in or into the United States of America, Australia, Canada, Japan or United Kingdom, or in any other jurisdiction where to do so would be restricted or prohibited by law.
With reference to Current Report No. 26/2022 of 5 October 2022 on the commencement of works on the analysis of the possibility of refinancing Polsat Plus Group’s debt, with reference to Current Report No. 31/2022 of 29 November 2022 on establishing a bond issue program (the “Program”) by Cyfrowy Polsat S.A. (the “Company”) and actions taken to refinance its indebtedness under Series B bearer bonds with the nominal value of PLN 1,000 each and the aggregate nominal value of PLN 1,000,000,000, maturing on 24 April 2026 (“Series B Bonds”) and Series C bearer bonds with the nominal value of PLN 1,000 each and the aggregate nominal value of PLN 1,000,000,000 maturing on 12 February 2027 (“Series C Bonds”) and with reference to Current Report No. 1/2023 of 11 January 2023 on the decision to issue series D bonds, the Management Board of the Company informs that it has taken actions to continue the implementation of the Program and to refinance Polsat Plus Group’s indebtedness. The total value of the Program is PLN 4,000,000,000 and as of today the total nominal value of outstanding bonds issued by the Company thereunder is PLN 2,670,000,000.
In particular, on 2 August 2023 the Company’s Management Board adopted a resolution on, among other things, entering into agreements related to the issuance of series E bearer bonds being contemplated by the Company (“Series E Bonds”) and approving draft terms and conditions for the issuance of Series E Bonds.
On 2 August 2023 the Company’s Supervisory Board adopted a resolution on, among other things, approving the conclusion of agreements related to the issuance of Series E Bonds being contemplated by the Company and approving the draft terms and conditions for the issuance of Series E Bonds.
The Company intends to issue Series E Bonds under the Program by the end of Q3 2023, provided that favorable conditions exist on the debt securities market. The Company’s Management Board preliminarily estimates that the value of the contemplated Series E Bond issue will be approx. PLN 500,000,000. The Company will make its final decision on the issuance of Series E Bonds, the value of the issuance and its terms and conditions in a relevant resolution of the Company’s Management Board which, if and when adopted, will be disclosed in a separate current report.
Legal basis: Article 17 Section 1 of the 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 regarding the actions related to the continued implementation of the Program. This current report is by no means intended, directly or indirectly, to promote the contemplated Series E Bonds offer (the “Offer”) or the contemplated issuance of Series E Bonds and does not constitute advertising material prepared or published by the Company for the purpose of promoting the Offer or the contemplated issuance of Series E Bonds, or soliciting, directly or indirectly, prospective investors. No prospectus, information memorandum or other offering documents were required to be provided in connection with the Offer or with the contemplated issuance of Series D Bonds under the Prospectus Regulation or under the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies.
This current report and any parts hereof are not intended for distribution, directly or indirectly, within or into the territory of 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. If a decision is made to issue Series E Bonds, the Company does not intend to register Series E Bonds or conduct the Offer in the United States. If a decision is made to Offer and issue Series E Bonds, they will only be offered and sold outside the United States of America in offshore transactions, in reliance on Regulation S under the U.S. Securities Act.