| |
MESSAGE _ENGLISH VERSION_ |
|
| |
Current Report No. 27/2026
Date of preparation: 2026-08-27
Abbreviated name of the issuer: MABION S.A.
Subject: Adoption by the Management Board of Mabion S.A. of a resolution
on a share issue as part of the target share capital increase
Legal basis: Article 56_1_ of the Act on Public Offering - current and
periodic information
Content of the report:
The Management Board of Mabion S.A., _the "Company"_, hereby announces
that on 27 August 2026, the Company's Management Board, pursuant to
Article 446 § 1 and § 3 of the Act of 15 September 2000 - the Commercial
Companies Code and § 9b_1_ of the Company's Articles of Association,
adopted Resolution No. 2/VIII/2026 concerning the increase of the
Company's share capital within the limits of the target capital through
the issue of new ordinary bearer shares of Series W and Series Y, with
the full exclusion of the existing shareholders' pre-emptive rights, the
dematerialisation of the shares, the application for the admission and
introduction of the Series W and Series Y shares to trading on the
regulated market operated by the Warsaw Stock Exchange S.A., and an
amendment to the Company's Articles of Association.
Pursuant to a resolution, the Management Board decided to increase the
Company's share capital within within the limits of the target capital
specified in § 9b_1_ of the Company's Articles of Association from PLN
1,616,232.60 to PLN 1,872,116.20, i.e. by PLN 255,883.60, through the
issue of:
a. 1,597,429 ordinary bearer shares of Series W, with a nominal value of
PLN 0.10 each and an aggregate nominal value of PLN 159,742.90 _the
"Series W Shares"_,
b. 961,407 ordinary bearer shares of Series Y, with a nominal value of
PLN 0.10 each and an aggregate nominal value of PLN 96,140.70 _the
"Series Y Shares"_,
i.e. through the issue of 2,558,836 ordinary bearer shares, with a
nominal value of PLN 0.10 each and an aggregate nominal value of PLN
255,886.60 _the "New Issue Shares"_
The issue of the New Issue Shares will be carried out with the full
exclusion of the existing shareholders' pre-emptive rights by way of a
private subscription, i.e. _i_ an offer to subscribe for the Series W
Shares will be made exclusively to Twiti Investments Limited for the
purpose of converting the entirety of its claims against the Company
arising from the loan agreement referred to in Current Report No.
32/2025 dated October 24, 2025, and _ii_ an offer to subscribe for the
Series Y Shares will be made exclusively to ACRX Investments Limited for
the purpose of converting the entirety of its claims against the Company
arising from the loan agreement referred to in Current Reports No.
2/2026 dated February 9, 2026, and No. 18/2026 dated July 16, 2026.
In accordance with the terms of the respective loan agreements referred
to above, the price per share upon conversion will be:
- for Series W Shares: PLN 6.72 per Series W Share, i.e. a total of PLN
10.734.722,88.
- with respect to Series Y Shares: PLN 6.57 per Series Y Share, i.e. a
total of PLN 6,316,443.99.
At the same time, the Company informs that, in Resolution No.
2/VIII/2026 dated 27th August 2026, the Company's Supervisory Board
consented to the full exclusion of the existing shareholders'
pre-emptive rights with respect to the Series W Shares and the Series Y
Shares and to the determination of the issue price of the Series W
Shares and the Series Y Shares.
Attached to this report, the Company presents the textof Management
Board Resolution No. 2/VIII/2026 dated August 27, 2026.
|
|
|
RB-W: Podjęcie przez Zarząd Mabion S.A. uchwały w sprawie emisji akcji w ramach docelowego
podwyższenia kapitału zakładowego
