FAQ

15.04.2014 - a question from an individual shareholder
What are you planning to do in order to improve share liquidity?


The liquidity of the ES-SYSTEM S.A. Company is – among other things – a derivative of the shareholding structure, which, as of 13.03.2014, is shaped in the following manner:




 
Shareholder Number of votes at the General Assembly of Shareholders Number of shares Share in the share capital and total number of votes at the General Assembly of Shareholders
Bożena Ciupińska 12 125 355 12 125 355 28,29%
Bogusław Pilszczek – indirectly through Bowen Investments S.a.r.l. 8 587 265 8 587 265 20,04%
Marta Pilszczek 3 538 090 3 538 090 8,25%
Jacek Wysocki - indirectly through Hedland Holdings S.a.r.l. 4 966 902 4 966 902 11,59%
Amplico OFE * 3 500 000 3 500 000 8,17%
Aviva OFE * 2 443 014 2 443 014 5,70%

* ownership of shares according to Current Report no. 11/2013 dated 24.05.2013

Since the Company’s debut on the Warsaw Stock Exchange (9.03.2007), it has been meeting all the requirements for the improvement of share liquidity by means of:
  • hiring a market maker – this function is carried out by Dom Maklerski mBanku S.A. (the mBank S.A. Brokerage House)
  • maintaining a website for investor relations according to the WSE model
  • publishing information on the GPWInfostrefa website (informative website of the WSE)



15.04.2014 - a question from an individual shareholder
Does the Company have a management stock option program, or is the introduction of such a program being considered?


In 2013, the Company had no additional remuneration program (e.g. an incentive program based on the issue of managerial shares) for the members of the bodies of the Company. At the present stage of the Company’s development, the system of remuneration fulfills its role from the point of view of both the effectiveness of management processes, as well as its motivational function. The introduction of a management stock option program is not being considered at this time.


15.04.2014 - a question from an individual shareholder
Will the results in 2014 be better than in 2013?


The Group’s financial results in 2014 will depend on the situation on the market, an increase in LED technology sales and growth in the export department. The Company has not published any forecasts for 2014. ES-SYSTEM will continue to implement new solutions in LED technology. It is expected that in 2014, the increase rate for the share of LED lighting in the total domestic turnover will remain at the current level. In line with the adopted strategy, particular emphasis will be put on offering technologically sophisticated lighting solutions enhanced with lighting control elements – both for outdoor and indoor lighting. We are continuously working on acquiring new customers in segments with the most potential to increase market share, i.e. supermarkets, chain stores, industrial and healthcare facilities. In export sales, the Group is awaiting further growth in several sales markets. A livening can be observed in Lithuania, Latvia and Estonia, where ES-SYSTEM is involved in many lighting projects for sports, office and educational facilities. Due to an increase in demand for high-standard commercial space in the Czech Republic, Slovakia and Romania, and thus due to the rapid growth of the construction industry there, high-quality LED lighting is increasingly in demand in the South Region. Four prestigious, large-scale industrial lighting projects are planned in the Czech and Slovak Republics, which means several thousand LED luminaires to be sold.


19.03.2012 - a question from an individual shareholder
Does the Company organize cyclic meetings with investors? When was the last one and when the next one will take place?


The Company organizes meetings with institutional investors at a request of financial institutions.
The President Mr. Bogusław Pilszczek answers to all questions asked over the phone or meets with the shareholders at the Company’s seat. Teleconferences for analysts are organized after publication of periodic reports. Recordings from those teleconferences are available (in Polish language) from a website:
inwest.essystem.pl/multimedia/telekonferencje
Moreover the President of the Management Board regularly comments on the Company’s financial results in financial media. The President Pilszczek’s appearances on TVN CNBC can be viewed in TVN CNBC’s materials on the TV’s website.


19.03.2012 - a question from an individual shareholder
Does the Company plan next emissions of shares which would result in a capital dilution?


While presenting strategic decisions of the Management Board, the Company follows obligatory regulations and transparency and equality principles on an access to information. Therefore essential information are announced in Current Reports. The Company, within the scope of occurrences demanding reporting, in accordance with the Regulation of the Finance Minister on current and periodic information does not convey to a market information or comments to them.


19.03.2012 - a question from an individual shareholder
Could you send me biographies of the Management Board President and its Members?


TBiographies of the Company Management Board’s Members are available from the website:
inwest.essystem.pl/en/about-us/authorities



19.03.2012 - a question from an individual shareholder
Did the Company publish financial results prognoses for the year 2012 (and the next years)?


The Company did not publish prognoses of financial results for the year 2012 and the next years and all Current Reports are available from:

inwest.essystem.pl/en/market-filings/current-reports
Evaluation of the Company’s financial standing is available from the Management Board’s comments to current reports.


5.01.2012 - a question from an individual shareholder
I have had your Company’s shares for some time. I like the Company and due to obvious reasons I will be rooting for it and observe its results. Nevertheless I’ve noticed a problem: ESS quotations have a minimal and sometimes (at present) simply zero liquidity. What is the reason? Shouldn’t you consider making use of services of an animator? Can I request a comment on that? Can I ask for even a laconic information on a current situation of the Company with consideration of the nearest future?


Liquidity of the Company ES‑SYSTEM S.A. is a derivative of – among others – a structure of shareholders which, according to the status of 10.11.2011, presents as follows:




Indication of the shareholders holding directly or indirectly through subsidiaries at least 5% of the total number of votes at a general assembly of the Issuer, with indication of the number of held shares, their percentage share in the share capital, the number of votes carried by these shares and the percentage share in the total number of votes at the general assembly

 
Shareholder Number of votes at the General Assembly of Shareholders Number of shares Share in the share capital and total number of votes at the General Assembly of Shareholders
Bożena Ciupińska – indirectly through Augusta Investments S.a.r.l. 12 125 355 12 125 355 28,29%
Bogusław Pilszczek – indirectly through Bowen Investments S.a.r.l. 8 587 265 8 587 265 20,04%
Marta Pilszczek 3 538 090 3 538 090 8,25%
Jacek Wysocki - indirectly through Hedland Holdings S.a.r.l. 4 966 902 4 966 902 11,59%
Amplico OFE * 2 353 995 2 353 995 5,49%
* Change of the name from AIG OFE to Amplico OFE in accordance with the information obtained on 15.10.2009

From the Company’s stock exchange début on the WSE in Warsaw (9.03.2007) the Company makes use of services of an animator. This function is being performed by DI BRE Bank S.A.

The Group’s development prospectus

In the strategic guidelines for the years 2010-2015 the Company foresees a concentration on the organic growth. The Management Board will continue current strategy for the Group, in particular:
  • completing investment process in the area of new technologies, especially development of the SSL luminaires (Solid Stated Lighting – using LED as light source) within the new Company ES‑SYSTEM NT located in Dobczyce near Krakow, in the Special Economic Zone,
  • conducting intensive research and development works in the field of implementation of LED in lighting technology,
  • intensive development of projects in the area of ENERGY – SAVING, where projects will be completed in a complex way (including installation),
  • optimization of organization structures within the Capital Group for the efficiency improvement,
  • strengthening the sale in selected perspective sectors of the domestic lighting market,
  • development of the wholesale,
  • development of the export sale by strengthening the position on selected markets,
  • keeping the high level of financial safety of the company,
  • controlling and optimization of costs of business activities.
In the Management Board’s opinion the year 2012 will not bring improvement of the situation in comparison with the second half of 2011.
The Management Board does not anticipate revival without distinct growth impulses in the global economy. Low price will still have the basic influence on purchase decisions. In connection with low ratio of development of cubature investments, a significant revival in an architectural segment should not be expected. Potential increases will occur mostly in the area of widely understood infrastructural constructions (with weakening position especially in case of street and road lighting, maintaining position of lighting for schools, hospitals, public centers) in relation with the EU funds. The Management Board concentrates on a search for projects in sectors and on markets with maintained investment potential.

In 2012 the Management Board expects sales increase on the market of energy-saving solutions in the area of the architectural and industrial lighting. Inconsiderable signals of the sale revival could be also expected on foreign markets where the Management Board observes an increase of demand for the ES‑SYSTEM products.

The Management Board will make all efforts to use the year 2012 to improve the efficiency of the Capital Group and to further build the Company’s position on the domestic and export markets. The increase of revenues in the next year will considerably depend on results obtained from the export and on keeping the leader’s position on the domestic market.


31.08.2011 - a question from an individual shareholder.
In the last press release on the results for the first half of 2011 it could be read that the Management Board hopes to achieve by the end of this year revenues at least at the level of 2010. What is the relation to the net profit? Is it possible, keeping in mind results for the first half of 2011?


The ES‑SYSTEM Management Board in all its actions is guided by the shareholder’s good and care for the Company’s growth. The Management Board concentrates on executing strategy of the Company’s growth which goal is a long-term increase of the Company’s value. Currently the Management Board does not plan a share buyback.
At the end of the first half of the current year a level of the Company’s orders for the next months of 2011 was comparable with the level from the previous year.
In the second half of 2011 projects connected with EURO 2012 which are entering the final stage (including installation of lighting) should be a sale supporting factor.
A considerable increase in sale is expected on the Russian and Ukrainian export markets, where large contracts are being started, among others the Ministry of Defense of Russia in Moscow and lighting for the soccer stadium in Lvov.
The Group’s results in July of the current year show a few percent sales increase. Despite unstable situation on the world’s markets, the Management Board hopes to achieve by the end of this year revenues at least at the level of 2010. The Management Board’s goal is also improvement of profits. Basing on the current portfolio of domestic and export orders as well as on a potential of new projects next quarters should bring profit increase. Second quarters, seasonally weaker in results of ES‑SYSTEM, also occurred in the past but in the last two quarters of those years improvement was visible. For instance in Q2 2009 the Company had PLN 0.8M net loss but in the whole half of the year PLN 2.4M net profit despite weaker first half of the year by the end of the year the net profit amounted to PLN 9.0M. In turn, in 2010 after the first half of the year ES‑SYSTEM had PLN 3.6M net profit and the whole year was closed with the result PLN 10.9M.


10.08.2011 - a question from an institutional investor
I request an information if the Management Board, as the representative of shareholders and looking after their business, has a vision on increasing the value of the Company’s shares? Does the Company plan a share buyback?


The ES‑SYSTEM Management Board in all its actions is guided by the shareholder’s good and care for the Company’s growth. The Management Board concentrates on executing strategy of the Company’s growth which goal is a long-term increase of the Company’s value. Currently the Management Board does not plan a share buyback. In the strategic guidelines for 2010-2015 the Company foresees concentration on an organic growth. In the field of technology development the Management Board assumes that an increase in demand for products in areas of energy saving and new technology LED used for lighting purposes will be in the nearest years a lever of a further development of the ES‑SYSTEM Group. The energy saving, which is becoming the civilization’s necessity and the challenge for future will be implemented not only by economic compulsion mechanisms, but by law regulations, especially in the EU countries. Unprecedented phenomenon in the lighting sector is a quick development of the SSL (Solid State Lighting) technology, that is a production of luminaires on the base of semi-conducting lighting elements and growing demand for products of that type. ES‑SYSTEM belongs to a group of forefront companies applying solutions in the SSL technology, and for some years have been conducting advanced operations in the R&D area, outdistancing competition in many areas. According to the global research company Frost&Sullivan, the world LED market in 2010 was worth USD 491 million and in 2017 its value should amount to USD 2 billion. In the current year the Company plans further development of a production of electronic components for lighting systems, especially technologically highly advanced. Intelligent control systems, wireless communication technologies and application of LED technology will be developed.
In the investments area in the current year the Company has opened a new production plant with research and development facilities in Dobczyce in Krakow Special Economic Zone. Cost of the investment in Dobczyce amounted to about PLN 25M and its target plant’s capacity will be about PLN 200M. Priorities of the Management Board for 2011 and the next years are:
  • fulfilling the Company’s strategic mission ES - "energy-saving", that is designing, production and promotion of energy saving professional lighting systems,
  • continuation of an intensive research and development works in the area of LED application in lighting technology,
  • improvement of production efficiency in production plants of the Group’s subsidiaries,
  • carrying out tasks connected with the opening of the new production plant ES‑SYSTEM NT and completing new projects connected with the SSL technology,
  • strengthening of sale in selective future sectors of domestic lighting market,
  • development of export sale by strengthening a position on selected markets,
  • sustaining development of wholesale,
  • improving gross profit form sales,
  • optimizing organization structures within the Capital Group for the improvement of the cost and organization efficiency.
In the area of sales strategy the Management Board assumes clients diversification, stimulation of the sale in the wholesale channel and strengthening ES‑SYSTEM position in the area of sale for distribution (large wholesale chains), as well as further development of an offer of energy saving lighting solutions with particular consideration of street lighting. Key markets of the Group are the domestic market from which 77% of revenues are obtained and foreign markets, especially the EU market. The Company plans to deepen penetration of export markets and to develop sale basing on wholesale.
ES‑SYSTEM S.A. sustains a good financial standing, a stable competitive position, and indicates high financial safety. At the end of the first quarter 2011 the ES‑SYSTEM Group had at its disposal cash in the amount PLN 16M. These factors in the Management Board’s opinion will have positive influence on the business condition of the Company in next periods. The Management Board will make all efforts to use next quarters to improve efficiency of the Capital Group and further building of the Company’s position on the domestic and export markets. The Company will continue operations which will become the base for achieving further increases in a situation of consolidated improvement of surroundings and a stable return to a path of economic development.


Does the Company, according to information, expect a good financial result for the second half of the year at a level of revenues and net profit? Can this result visibly differ from the first half of the year and will the forecast for the year 2011 be met?

The ES‑SYSTEM Management Board in all its actions is guided by the shareholder’s good and care for the Company’s growth. The Management Board concentrates on executing strategy of the Company’s growth which goal is a long-term increase of the Company’s value. At the end of the first half of the current year a level of the Company’s orders for the next months of 2011 was comparable with the level from the previous year. In the second half of 2011 projects connected with EURO 2012 which are entering the final stage (including installation of lighting) should be a sale supporting factor. A considerable increase in sale is expected on the Russian and Ukrainian export markets, where large contracts are being started, among others the Ministry of Defense of Russia in Moscow and lighting for the soccer stadium in Lvov.
The Group’s results in July of the current year show a few percent sales increase.
Despite unstable situation on the world’s markets, the Management Board hopes to achieve by the end of this year revenues at least at the level of 2010. The Management Board’s goal is also improvement of profits. Basing on the current portfolio of domestic and export orders as well as on a potential of new projects next quarters should bring profit increase. The Company did not publish a financial forecast for the year 2011.


Are there any one-time or other occurrences which had caused considerable drop of price of your Company’s shares? And do you finally have any information which you could share with small shareholders interested in investing in your Company?

All essential information influencing the Company’s market valuation are conveyed, in accordance with the law, in a mode of current and periodic announcements, keeping the rule of equal access to information for all shareholders.
We encourage to read information available from our website in the tab Investor Relation, especially teleconferences with the Company’s Management Board.

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