GIGROUP: strona spółki
13.02.2020, 9:04
WSE Making public delayed confidential information connected with commencement of the negotiation process in the scope of the planned transaction on account of being provided with a non-binding offer related to refinancing and acquisition of shares of Work Service S.A.
The Management Board of Work Service S.A. (the „Issuer” or the „Company”) provides this confidential information, the disclosure of which was delayed by the Company on 8.11.2019 pursuant to art. 17 par. 4 of the Regulation of the European Parliament and of the Council _EU_ NO. 596/2014 of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC („MAR”).
Delayed confidential information concern initiation of the Company’s participation in in the process of negotiations in the scope of arrangements as regards possibility of concluding a transaction on account of providing the Issuer with a non-binding offer (“Offer”) from an international business investor (the „Investor”) related to refinancing and acquisition of shares of the Issuer („Transaction”). As part of the Offer the Investor has proposed to establish terms and conditions of the Transaction, taking into account arrangements covering in particular the following elements: 1) Participation in the Issuer’s restructuring, including change of the repayment schedule or redemption of some receivables of the Issuer; 2) Providing the Issuer with an offer of new financing; 3) Acquisition of the Company’s shares; 4) Participation in meetings with key shareholders of the Company concerning terms and conditions of possible sale of the Company’s shares by them. The Transaction would be subject to the conclusion of the investment agreement with the Company, specifying financing of the Investor, subject to the following conditions precedent: a) New Statute of the Company ensuring effective control of the Investor; b) Agreement with banks providing credits to the Issuer and institutional bondholders on reduction of the amount of current debt; c) Approval of the shareholders; d) Conducting due diligence by the Investor; e) Obtaining approval of competent antimonopoly authorities to take control over the Company and its subsidiaries. As a result of an analysis, the Issuer deems it justifiable to qualify the aforementioned information confidential within the meaning of art. 17 par. 1 of MAR, to be published in form of this report.
Delayed confidential information concern initiation of the Company’s participation in in the process of negotiations in the scope of arrangements as regards possibility of concluding a transaction on account of providing the Issuer with a non-binding offer (“Offer”) from an international business investor (the „Investor”) related to refinancing and acquisition of shares of the Issuer („Transaction”). As part of the Offer the Investor has proposed to establish terms and conditions of the Transaction, taking into account arrangements covering in particular the following elements: 1) Participation in the Issuer’s restructuring, including change of the repayment schedule or redemption of some receivables of the Issuer; 2) Providing the Issuer with an offer of new financing; 3) Acquisition of the Company’s shares; 4) Participation in meetings with key shareholders of the Company concerning terms and conditions of possible sale of the Company’s shares by them. The Transaction would be subject to the conclusion of the investment agreement with the Company, specifying financing of the Investor, subject to the following conditions precedent: a) New Statute of the Company ensuring effective control of the Investor; b) Agreement with banks providing credits to the Issuer and institutional bondholders on reduction of the amount of current debt; c) Approval of the shareholders; d) Conducting due diligence by the Investor; e) Obtaining approval of competent antimonopoly authorities to take control over the Company and its subsidiaries. As a result of an analysis, the Issuer deems it justifiable to qualify the aforementioned information confidential within the meaning of art. 17 par. 1 of MAR, to be published in form of this report.