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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA OR JAPANInformation about the final number of new shares being offered by the Bank, their issue price and the number of individual pre-emptive rights authorizing their holders to acquire new shares
The Management Board of BRE Bank S.A. (“Bank”), acting pursuant to § 3 Section 1 of Resolution No. 22 ofthe Annual Shareholders’ Meeting of 30 March 2010 on the Bank’s share capital increase, public offering of the new shares of the new issue, setting the date of the pre-emptive rights to the shares of the new issue, dematerialization and application for admission of the pre-emptive rights, rights to shares and new shares to trading on a regulated market operated by the Warsaw Stock Exchange and Article 54 Section 3 of the Act of 29 July 2005 on Public Offering, Conditions Governing Introduction of Financial Instruments to Organized Trading, and on Public Companies, hereby announces that:
(1) the final number of the new shares offered by the Bank shall be 12,371,200 (twelve million three hundred and seventy one thousand two hundred);
(2) the issue price per 1 (one) new share has been set at PLN 160 (one hundred and sixty);
(3) 12 (twelve) individual pre-emptive rights shall authorize their holder to acquire 5 (five) new shares (1 (one) individual pre-emptive right shall authorize its holder to acquire 0.41666666 new share).
The issue prospectus for the Bank’s shares, prepared for the purposes of the public offering of new shares and applying for the admission and introduction of individual pre-emptive rights, rights to shares and new shares to trading on the regulated market operated by the Warsaw Stock Exchange, approved on 12 May 2010 by the Financial Supervision Authority, has been made available to the public on the Bank’s website (www.brebank.pl) and on the website of Dom Inwestycyjny BRE Banku S.A. (www.dibre.com.pl).
Disclaimer:
This report is for informational and promotional purposes only and under no circumstances shall constitute the basis for a decision to invest in the shares of BRE Bank S.A. with its seat in Warsaw (the “Bank”) in the rights issue offering. This report does not constitute an offer to sell, or an invitation to subscribe for or to buy, any securities of the Bank. In particular, this report is not an offer of securities for sale in the United States.
The prospectus (the “Prospectus”) prepared in connection with the public offering of shares in the Bank, including pre-emptive rights as well as admission and introduction thereof to trading on the regulated market (main market) operated by the Warsaw Stock Exchange (the “WSE”), constitutes the sole and only legally binding offering document containing information about the public offering of the Bank’s securities in Poland (the “Offering”). On 12 May 2010 the Financial Supervision Authority approved the Prospectus. The Bank made the Prospectus available on its website (www.brebank.pl) and on the website of Dom Inwestycyjny BRE Banku S.A. (www.dibre.com.pl).
This report is not for distribution, directly or indirectly, in or into the United States, or in other countries where the public dissemination of the information contained herein may be restricted or prohibited by law. The securities referred to in this report have not been and will not be registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act of 1933.
The information contained herein shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities referred to herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any such jurisdiction. This report is not for distribution in the United States, Canada, Japan or Australia.
This report is directed only at (i) persons who are outside the United Kingdom, or (ii) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the “Order”), or (iii) high net worth companies and other persons to whom it may lawfully be communicated falling within article 49(2)(a) to (d) of the Order (all such persons together being referred to as “Relevant Persons”). Any person who is not a Relevant Person must not act or rely on this report or any of its contents. Any investment or investment activity to which this report relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.
In any EEA Member State other than Poland that has implemented Directive 2003/71/EC (together with any applicable implementing measures in any Member State, the “Prospectus Directive”), this report is only addressed to and is only directed at qualified investors in that Member State within the meaning of the Prospectus Directive.
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