Current Report No.: 23/2012
Current Report No.: 23/2012
Date of preparation: 21.06.2012
Short name of issuer: ENEA S.A.
Subject: Conclusion of a programme agreement with five banks specifying the terms of the Bond Issue Programme
Legal basis: Article 56 item 1(1) of the Act on Offerings - confidential information
Content of report:
The Management Board of ENEA S.A. (the Issuer, Company) informs that on 21 June 2012 the Issuer and five banks acting as Guarantors for the issue, i.e.: Powszechna Kasa Oszczednosci Bank Polski Spolka Akcyjna, Bank Polska Kasa Opieki Spolka Akcyjna, Bank Zachodni WBK Spolka Akcyjna, Bank Handlowy w Warszawie Spolka Akcyjna and Nordea Bank Polska Spolka Akcyjna (collectively: Banks acting as Issue Guarantors) concluded a programme agreement relating to the bond issue programme up to the amount of PLN 4,000,000,000 (Programme Agreement) specifying the terms and conditions of the bond issue programme (Programme) between the Issuer and the Guarantors. PKO Bank Polski was appointed the Issue agent, the other banks being sub-agents for payment and sub-depositaries.
The goal of the bond issue is funding of current operations and investment needs of the Issuer and its key subsidiaries including funding of the construction of a bituminous coal fired supercritical power unit with a net electric power of: minimum 900 MWe, maximum 1,000 MWe, which is to be constructed within the operations of ENEA Wytwarzanie S.A. - a company forming the Issuer's Capital Group (formerly acting under the name of Elektrownia "Kozienice" S.A.).
The Bond Issue Programme was concluded for the period of 10 years and expires on 15 June 2022, and the Programme availability period within which the bond issue will be performed expires on 31 December 2017. The bonds issued within the Programme will be straight.
The Programme Agreement anticipates a possibility of issuing bonds in numerous series, however the nominal value of each series will not be lower than PLN 100,000,000, a nominal value of one bond will amount to PLN 1,000,000. The bonds will be dematerialised bearer bonds. Within the Bond Issue Programme the Issuer is entitled to issue bonds of the total value not exceeding the Programme value, i.e. PLN 4,000,000,000. In the particular years of the Programme availability issue limits which were adapted to the investment needs of the Issuer will be in force.
The interest rate of the bonds is floating and determined annually based on WIBOR 6M rate plus a fixed margin. The bonds will bear interest from the issue date (inclusive) till the redemption date (exclusive).
The bonds will be issued in accordance with the Act of 29 June 1995 on bonds and the offering will be performed in the mode of Article 9 item 3 of the Act. The bonds will be issued through a public offer in the meaning of the Act of 29 July 2005 on Public Offerings.
The Programme Agreement was concluded for the term of the Programme or till the redemption day of the last bond if not all the bonds are redeemed on the last day of the Programme.
