Vilnius, Lithuania, 2015-11-06 16:00 CET (GLOBE NEWSWIRE) -- Decisions of the Extraordinary General Meeting of Shareholders of City Service SE (hereinafter, the Company) held on 6 November 2015 are enclosed hereby.
Adopted decisions are related to planned delisting of shares of the Company from trading on AB NASDAQ OMX Vilnius. The Company draws your attention that the meeting decided that the shares of the Company will be delisted from trading on AB NASDAQ OMX Vilnius only on the condition that and only after the shares of the Company are admitted to trading on the Warsaw Stock Exchange.
As the Company announced, on 27 October 2015 the formation of European company (Societas Europaea) was finalised, regarding which the decision was taken in the general meeting of shareholders of AB “City Service” (currently, the Company), dated 30 April 2015.
Currently the admission of shares of the Company to trading on the Warsaw Stock Exchange is being executed, on which the decision was also taken in the indicated general meeting as well. For this purpose the Company has prepared and announced on 30 October 2015 the prospectus of admission of all the issued 31,610,000 ordinary registered shares in the Company to trading on the Warsaw Stock Exchange, which was approved by the Estonian Financial Supervision Authority and passported to the Polish Financial Supervision Authority and took other actions in connection therewith. As it is indicated in the prospectus, the Company expects that trading in shares of the Company on the Warsaw Stock Exchange will commence till the end of November 2015.
After admission of Company’s shares to trading on the Warsaw Stock Exchange, the Supervisory Board and Management Board of the Company see delisting of shares of the Company from trading on AB NASDAQ OMX Vilnius as the next consequent step, as after the admission of shares of the Company to trading on a bigger and more liquid stock market, which, probably, will create better conditions for shareholders of the Company to trade in shares of the Company. The Supervisory Board and Management Board of the Company do not see any advantages for the shares of the Company to be additionally traded on AB NASDAQ OMX Vilnius, as this would cause additional expenses to the Company.
The Company further informs that only the controlling shareholder of the Company UAB “ICOR” voted for the decision to delist the shares of the Company from trading on AB NASDAQ OMX. Following admission of shares of the Company to trading on the Warsaw Stock Exchange, this shareholder will have an obligation to submit and implement the tender offer regarding delisting the shares of the Company from trading on AB NASDAQ OMX Vilnius. Following paragraph 3 of Article 38 of the Law of the Republic of Lithuania on Securities, during the effective term of this tender offer, the right (not an obligation) to respond to the tender offer and to sell their shares, held as at 6 November 2015 to the offeree will be vested in the persons, being shareholders of the Company on 6 November 2015, who voted “against” or who did not vote at the time of taking the decision to delist the shares of the Company from trading on AB NASDAQ OMX Vilnius. Taking into consideration the indicated provision of the Law of the Republic of Lithuania on Securities, the offeree will not have an obligation to buy-up the shares of the Company, acquired after 6 November 2015.
After submitting the tender offer to buy-up the Company’s shares, the shareholders will be able at their sole discretion either to respond to it and sell their shares to UAB “ICOR”, or not to respond and remain shareholders of the Company. After delisting of Company’s shares from trading on AB NASDAQ OMX Vilnius, the shares will remain further listed on the Warsaw Stock Exchange and the shareholders, not having responded to the tender offer, will have a possibility to trade in Company’s shares on a regulated market.
Summarising the above information, the Company’s shareholders are informed, that the shares of the Company will be delisted from trading on NASDAQ OMX Vilnius only after admission thereof to trading on the Warsaw Stock Exchange, finalisation of implementation of the tender offer to buy-up the Company’s shares by UAB “ICOR” and after the Board of NASDAQ OMX Vilnius will adopt the respective decision regarding delisting of Company’s shares from trading on NASDAQ OMX Vilnius as from the day, indicated in such decision, on which the Company will inform the shareholders separately.
Annex:
Adopted decisions of the general meeting of shareholders, dated 06-11-2015.
Vilius Mackonis, Director of Marketing and Communication Department + 370 5 239 4900
