Public offering

Issuer ES-SYSTEM Stock Company
Introducing Entity Augusta Investments S.a.r.L., Bowen Investments S.a.r.L., Hedland Investments S.a.r.L.
Offeror Investment House (Dom Inwestycyjny) of BRE Bank S.A.
Offered Shares Public Offering of the Offered Shares includes 6.500.000 Series G Shares of the new issue offered by the Issuer and no more than 5.214.091 Traded Shares offered by the Introducing Entities.
Structure of the Public Offering Public Offering was divided into the Retail Investors Tranche in which 2.500.00 Series G Shares are offered to the Retail Investors, and the Institutional Investors Tranche in which no more than 9.214.091 Offered Shares (including 4.000.000 Series G Shares and no more than 5.214.091 Traded Shares) are offered to the Institutional Investors.
Issue Price / Sale Price Cena Emisyjna Akcji Serii G oraz Cena Sprzedaży Akcji Issue Price of the Series G Shares and Sale Price of the Series G Shares will be equal and will be determined respectively by the Issuer and the Introducing Entities before executing the Public Offering. Information on the level of the final Issue Price and Sale Price will be given to the public pursuant to art. 54 item 3 of the Act on Public Offer.
Public Offering Schedule Time limits of the Public Offer were indicated in point 20.3.3 of the Prospectus.
Venue of subscriptions' placement Subscriptions for the Retail Investment Tranche may be placed in brokerage houses listed in the Appendix 28.4 to the Prospectus. Subscriptions for the Institutional Investment Tranche may be placed at the Offeror's seat, ul. Wspolna 47/49, 00-684 Warsaw.
Stabilizing Option Neither the Issuer nor the Offeror plan any stabilizing actions.
Objectives of the Issue Detailed description of utilization of the proceeds of the issue is in point 3 of the Prospectus.
Planned Quotation Market Shares will be covered by listing application to be admitted to trading on the primary market ran by the WSE. Until the registration of the Company's share capital increase by issuing Series G Shares, the Rights to Series G Shares will be the subject of trade. After registration of the increase of the Company's share capital the Rights to Series G Shares will be changed into the Series G Shares.
Payment for the Offered Shares Subscription for the Offered Shares from the Retail Investors Tranche should be paid up in full the latest at the time of placement. Subscription for the Offered Shares from the Institutional Investors Tranche must be paid up the latest on the last day of placement. Payment on Offered Shares constitutes the product of the number of subscribed Offered Shares and their Issue Price or Sale Price. Payment on Offered Shares may be made only in Polish zloty.
Offered Shares Allocation In the Retail Investors Tranche Offered Shares will be allotted on principles of proportional reduction to the investors who placed the subscription properly and paid up in full. Allotment will take place at the WSE session which date was indicated in point 20.3.3 of the Prospectus. In conformity with the rules described in the Prospectus, correctly placed and paid up in full subscription for Offered Shares is the basis for allotment of Offered Shares from the Institutional Investors Tranche. Allotment will be made first to the Investors who participated in the process of book-building and who on the basis of received Invitations correctly placed and paid up for the subscriptions for Offered Shares. With reference to those Investors Offered Shares will be allotted in accordance with placed subscriptions. Shares will be allotted at the choice of the Issuer and the Introducing Entity in consultation with the Offeror to the remaining Institutional Investors who placed and paid up for the subscription for Offered Shares.
Public Offering and Offered Shares- selected information from the Prospectus

Assumptions of the offer and description of utilization of proceeds
Objective of the Public Offering is accessing financial means for realization of the following, listed below investments of the Issuer's Group:

The Issuer's Group intends to realize complex program of the machine stock's modernization which includes change of part of the machine stock by purchasing new machines and production equipment at the main production plant of the Group - the company ES-SYSTEM Wilkasy Sp. z o.o. Main objective of those investments are improvement of work effectiveness, lowering consumption of energy factors and improvement of work conditions and safety. New production lines will allow the Issuer's Group for the production of new products fulfilling the needs and expectations of the market.

New buildings for the Issuer's Group: the amount of PLN 5,0 mln, including:

  • Building new warehouse and production room at ES-SYSTEM WILKASY Sp. z o.o.

New cubature objects will be realized in technologies allowing for the most effective management of the energy means. Energy demand of the modern machine stock and new production lines of high efficiency and high energy saving level will be covered from the effect of energy saved in the process of the machine stock's modernization. The above investment objectives will be realized in the years 2007-2008. Funds acquired by ES-SYSTEM by the issue of the Series G Shares, and meant for realization of investment objectives in ES-SYSTEM Wilkasy Sp. z o.o. will be successively transferred by ES-SYSTEM in a form of loans or subsequent increase of the share capital of ES-SYSTEM Wilkasy Sp. z o.o.

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