Current reports
Current report no. 35/2025
Increase in share capital and transfer of shares in the subsidiary of ZE PAK SA
Legal basis:
Art. 17 sec. 1 MAR – inside information
Content of the report:
With reference to resolution No. 3 adopted by the Extraordinary General Meeting of Shareholders of ZE PAK Spółka Akcyjna Management Board (“ZE PAK SA”, “Company”) on December 12, 2025, regarding giving consent to the sale of assets to PAK HOLDCO Bis spółka z ograniczoną odpowiedzialnością with its registered office in Konin (a subsidiary of the Company) (“PAK HOLDCO Bis”), in which ZE PAK SA is the sole shareholder, the Management Board of ZE PAK SA hereby announces that on December 15, 2025, the Extraordinary General Meeting of Shareholders of PAK HOLDCO Bis, pursuant to § 16 section 3 item 5 of the Articles of Association of PAK HOLDCO Bis, increased the share capital of PAK HOLDCO Bis from PLN 5,000.00 (in words: five thousand zlotys) to PLN 663,480,000.00 (in words: six hundred sixty-three million four hundred eighty thousand zlotys), i.e. by PLN 663,475,000.00 (in words: six hundred sixty-three million four hundred seventy-five thousand zlotys) by establishing 13,269,500 (in words: thirteen million two hundred sixty-nine thousand five hundred) new shares with a nominal value of PLN 50.00 (in words: fifty zlotys) each share.
The newly created shares in the amount of 13,269,500 (in words: thirteen million two hundred sixty-nine thousand five hundred) in the increased share capital were acquired by the existing shareholder PAK HOLDCO Bis – i.e. ZE PAK SA and covered in full by a non-cash contribution – a contribution in kind in the form of:
1,600,000 (in words: one million six hundred thousand) shares in the company PAK CCGT, a limited liability company with its registered office in Konin, at the following address: ul. Kazimierska 45, 62-510 Konin, entered into the register of entrepreneurs of the National Court Register, maintained by the District Court Poznań - Nowe Miasto and Wilda in Poznań, 9th Commercial Division of the National Court Register under the KRS number: 0000917523, share capital: PLN 80,000,000.00, Tax Identification Number (NIP): 6653041697 (an indirect subsidiary of the Company) (“PAK CCGT”), with a nominal value of PLN 50.00 (in words: fifty zlotys) each share, with a total nominal value of shares amounting to PLN 80,000,000.00 (in words: eighty million zlotys), the value of which has been estimated at PLN 663,475,000.00 (in words: six hundred sixty-three million four hundred seventy-five thousand zlotys), representing 100% of the share capital of PAK CCGT and entitling to 100% of votes at the General Meeting of Shareholders of PAK CCGT ("Shares").
On December 15, 2025, an in-kind contribution agreement was concluded between ZE PAK SA and PAK HOLDCO Bis, i.e. an agreement on the transfer of ownership of Shares from ZEPAK to PAK HOLDCO Bis, in order to cover the newly created shares in the increased share capital of PAK HOLDCO Bis.
Signatures of persons representing the Company:
Andrzej Janiszowski – President of the Management Board
Maciej Nietopiel – Vice President of the Management Board
Maciej Koński – Vice President of the Management Board