CD PROJEKT S.A.
Current report No. 2/2015
Subject: Dissolution of shareholders' cooperation agreement
Legal basis: Art. 70 item 1 of the Offerings Act
The Management Board of CD PROJEKT S.A., headquartered in Warsaw, Jagiellońska 74 (hereafter referred to as "the Company"), hereby announces that on 23 February 2015 it received notice under Art. 69 and Art. 87 section 1 item 5 of the Act of 29 July 2005 on public offering and conditions of introducing financial instruments for organized trade, and public companies (Journal of Laws of the Republic of Poland, No. 184 item 1539 with subsequent changes) from Mr. Piotr Nielubowicz, acting on behalf of himself as well as Mr. Marcin Iwiński, Mr. Michał Kiciński and Mr. Adam Kiciński (hereafter jointly referred to as "the Shareholders"), concerning dissolution of the agreement which regulated joint purchases of Company shares and voting in concert at General Meetings of Shareholders of the Company.
The abovementioned notice is appended to this report.
Disclaimer:
This English language translation has been prepared solely for the convenience of English speaking readers. Despite all the efforts devoted to this translation, certain discrepancies, omissions or approximations may exist. In case of any differences between the Polish and the English versions, the Polish version shall prevail. CD PROJEKT, its representatives and employees decline all responsibility in this regard.
Current report No. 2/2015 - appendix
NOTICE
Pursuant to art. 69 section 1, section 2 item 2 and section 4, art. 87 section 1 item 6 and art. 87 section
3 of the Act of 29 July 2005 on public offering and conditions of introducing financial instruments for organized trade, and public companies (Journal of Laws of the Republic of Poland, no. 185 item 1439 with subsequent changes, hereafter referred to as the Offerings Act) I, the undersgned Piotr Nielubowicz, acting on behalf of all parties to the shareholders' cooperation agreement concerning joint purchases of Company shares and voting in concert at General Meetings of Shareholders (hereafter referred to as the Agreement) which was disclosed by CD PROJEKT S.A. (hereafter referred to as the Company) in Current Report No. 54/2010 of 2 September 2010, i.e. Michał Kiciński, Marcin Iwiński, Piotr Nielubowicz and Adam Kiciński (hereafter jointly referred to as the Parties), do hereby announce the following:
I.
The Agreement of 2 September 2010 was formally dissolved on 23 February 2015.
II.
Immediately prior to the dissolution of the Agreement the following quantities of shares and votes at the General Meeting of Shareholders of the Company were controlled (separately and jointly) by the Shareholders:
Name | No. of shares held | No. of votes at the General Meeting | Percentage share in the total number of votes and in the CD PROJEKT S.A. share capital |
Michał Kiciński | 12,281,616 | 12,281,616 | 12.93% |
Marcin Iwiński | 12,607,501 | 12,607,501 | 13.28% |
Piotr Nielubowicz | 5,985,197 | 5,985,197 | 6.30% |
Adam Kiciński | 3,122,481 | 3,122,481 | 3.29% |
Jointly - parties to the Agreement disclosed in Current Report No. 54/2010 of 2 September 2010. | 33,996,795 | 33,996,795 | 35.80% |
III.
Following the dissolution of the Agreement the following Parties hold more than 5% of Company shares and control more than 5% of votes at the General Meeting:
Name | No. of shares held | No. of votes at the General Meeting | Percentage share in the total number of votes and in the CD PROJEKT S.A. share capital |
Michał Kiciński | 12,281,616 | 12,281,616 | 12.93% |
Marcin Iwiński | 12,607,501 | 12,607,501 | 13.28% |
Piotr Nielubowicz | 5,985,197 | 5,985,197 | 6.30% |
IV.
As of the date of preparation of this notice no Party is in control of any external entities which hold
Company shares.
V.
As of the date of preparation of this notice no entity exists which would satisfy the conditions specified in art. 87 section 1 item 3c of the Offerings Act.
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