Public offer of shares
On June 8, 2010 the Financial Supervision Commission approved the prospectus of the OPTeam company. On its basis, 1 400 000 ordinary bearer shares of series D have been offered, including:
- 1 050 000 shares, series D -in the Institutional Investors Tranche -
- 350 000 shares, series D- within the Open Tranche.
The issue price of the Offer Shares amounted to PLN 5.44.
The Offer's Schedule was as follows:
|Submission of the Declaration of Acquisition:||From 22 June to 24 June, to 05.p.m.|
|Opening of the Public Subscription:||29 June 2010|
|Subscription for the Offer Shares:||From 29 June to 28 July 2010|
|Closing of the Public Subscription:||28 July 2010|
|Allotment of the Offer Shares:||4 August 2010|
Entity offering shares – IDMSA Brokerage House
On August 4, 2010 the Board of OPTeam allotted Series D shares offered in the initial public offering.
The Board OPTeam SA allotted to individuals and institutions a total of 1 000 000 shares of series D, including through:
- Institutional Tranche - 902 270 shares
- Open Tranche - 97 730 shares
The gross proceeds from the issue amounted to PLN 5.44 million.
The prospectus and annexes
On June 8, 2010 the Financial Supervision Commission approved the Prospectus OPTeam SA prepared in connection with the public offering of Series D Shares and application for admission to trading on the Warsaw Stock Exchange in Warsaw of Series A, B, C and D and the Allotment series D.
The only valid source of information about the offering of shares is exclusively the prospectus prepared in connection with the public offering and admission of shares OPTeam to trading on the Warsaw Stock Exchange in Warsaw, approved by the Financial Supervision Commission.
The public offering is only carried out on the territory of Poland. Outside the Poland this Prospectus may not be treated as a proposal or offer to purchase. Prospectus or the securities covered thereby have not been registered, approved or notified in any country other than the Republic of Poland, in particular in accordance with the provisions of the Prospectus Directive or the US Securities Act. The securities covered by this Prospectus may not be offered or sold outside the Republic of Poland (including in other countries, the European Union and the United States of America), unless in a given country such offer or sale could be made in accordance with the law, without having to meet any additional legal requirements. Any investor resident or domiciled outside the Republic of Poland should be familiar with the provisions of Polish law and regulations of other countries, which can be applied to it.
Investing in securities covered by this Prospectus involves a high degree of risk inherent to capital market instruments with shares, the risks associated with the Issuer's business and the environment in which the issuer operates. A detailed description of the risk factors in Part II of the Prospectus titled "Risk factors".
As of 1 January 2005, according to the Articles of the Company, whose wording shareholders of the Company agreed to adopting a resolution on the transformation of "OPTIMUS - Comfort" Sp. z o.o. into OPTeam SA, the share capital of the Company amounted to PLN 500 000 and was divided into 50 000 registered shares with a nominal value of PLN 10 each and was, according to the provisions of § 3 para. 2 of the Articles of OPTeam SA, fully covered with assets of "OPTIMUS - Comfort" Sp. z o.o., in connection with its conversion into a joint stock company. As a consequence, the entry in the register of the National Court Register indicates retrieving the nature of the Company's shares with a nominal value of PLN 500 000, ie. A series shares.
Series A shares were registered shares, preference shares:
- for dywidendy - in such a way that one share of series A gave the right to the dividend in the amount of 150% of the amount of dividends on ordinary shares;
- for priority coverage of the Company's assets remaining after satisfaction of creditors in the event of liquidation of the Company.
On December 31, 2007. The District Court in Rzeszów, XII Commercial Department of National Court Register, registered the share capital increase adopted by the General Meeting on 21 December 2007. With the amount of PLN 500 000 to the amount of PLN 550 000, ie. PLN 50 000 through the creation of 5 000 series B shares with a nominal value of PLN 10 each. Series B shares were subscribed for by existing shareholders, ie. Janusz Bober, Andrzej Pelczar, Wacław Irzeński and Ryszard Woźniak, in equal parts. The issue price of Series B shares was equal to the nominal value of the shares.
On 29 February 2008. Annual General Meeting OPTeam SA It adopted Resolution No. 9 on the conversion of registered shares into bearer shares and Resolution No. 10 on changing the nominal value of shares. By virtue of these resolutions made conversion of all shares of series A shares into bearer shares and changed the nominal value of shares of series A and B from PLN 10 to PLN 0.10 each. These changes were registered by the District Court in Rzeszów, XII Commercial Division of the National Court of 13 March 2008.
On 31 August, 2009. Extraordinary General Meeting OPTeam SA It adopted Resolution No. 2 on the share capital increase through the issue of series C shares in a private placement with exclusion of pre-emptive rights of the existing shareholders and to amend the Articles of Association. Pursuant to the resolution, the share capital OPTeam SA was increased from PLN 550 000 the amount of PLN 630 000, it is the amount of PLN 80 000 through the issuance of 800 000 ordinary bearer shares series C with a nominal value of PLN 0.10 each. The issue price of series C shares was set at PLN 3,00 per share. These share capital increase was registered by the District Court in Rzeszów, XII Commercial Division of the National Court of 28 October 2009.
On December 8, 2009. Extraordinary General Meeting OPTeam SA It adopted Resolution No. 2 on, among others, increase the share capital by issuing new series D shares with pre-emptive rights under the Company's share capital shall be increased by an amount not less than PLN 100 000 and not more than PLN 140 000, ie. the amount of PLN 630 000 to no less than PLN 730 000 and not more than PLN 770 000, by issuing new bearer shares series D with a nominal value of PLN 0.10 each in an amount of not less than 1 000 000 and not more than 1 400 000 shares.
Series D shares were offered in the initial public offering of shares completed on 28 July 2010. The issue price was fixed at PLN 5.44 per share. As part of the initial public offering, investors subscribed for 1 000 000 shares of series D. The Board has allocated the shares on 4 August 2010. Consequently, the share capital OPTeam SA It was increased from PLN 630 000 to the amount of PLN 730 000, ie by the amount of PLN 100 000. These share capital increase was registered by the District Court in Rzeszów, XII Commercial Division of the National Court of 5 August 2009.
The first quotation of the shares OPTeam SA on the Warsaw Stock Exchange took place on 11 October 2010.