Current Report No.: 25/2013
Current Report No.: 25/2013
Date of preparation: 20.06.2013
Short name of issuer: ENEA S.A.
Subject: Conclusion of a programme agreement and an agreement on guaranteeing the subscription for the bonds issued by ENEA Operator Sp. z o.o.
Legal basis: Article 56 item 1(2) of the Act on Offerings - current and periodic information
Content of report:
Acting pursuant to § 5 item 1(3) of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities [...], the Board of ENEA S.A. (Company, Guarantor) informs that on 20 June 2013 between the Company and ENEA Operator Sp. z o.o. (Subsidiary) and Nordea Bank Polska S.A. (Bank) the Programme Agreement was concluded relating to the bond issue programme up to the amount of PLN 1,425,000,000 (Programme Agreement).
The Bond Issue Programme up to the amount of PLN 1,425,000,000 (Programme) established by the Subsidiary based on the Programme Agreement anticipates the bond issue as a proposal of their purchase to the Guarantor.
The Programme was established for the period from the conclusion of the Programme Agreement to 18 October 2029, and the Programme availability period within which bond issues will be performed expires on 18 October 2014 (Programme Availability Period). The bonds issued within the Programme will be straight.
The Bank will act as the Issue Agent, Agent for Payment and the Depositary.
The funds gained from the issue will be designated for the funding of a multiannual investment plan in order to modernise and extend the power network of the Subsidiary (Investment programme) located in North-Western Poland.
The Programme Agreement anticipates a possibility of issuing bonds of the total value not exceeding the Programme value in no more than 10 series, however the nominal value of each series will not be lower than PLN 100,000,000, excluding the 6th series and the last series of Bonds, whose value will be determined separately by the Issuer and Guarantor. The bonds will be dematerialised. The interest rate of the bonds may be fixed or floating. The Subsidiary may select a fixed or floating interest rate for a given bond series subject to the terms specified in the Programme Agreement. 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, the offering will be performed in the mode of Article 9 item 3 of the Act. The bonds will not 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 on the last day of the Programme not all the bonds are redeemed.
Together with the Programme Agreement on 20 June 2013 between the Company and the Subsidiary an Agreement was concluded for guaranteeing the subscription for bonds issued within the Bond Issue Programme up to the amount of PLN 1,425,000,000 (Guarantee Agreement).
Compliant with the Guarantee Agreement the Company is obliged towards the Subsidiary to purchase the bonds on the primary market subject to the terms mentioned in the Guarantee Agreement and conditions contained in the Programme Agreement. The Guarantor's obligation to subscribe for bonds within the guarantee of bond subscription is valid within the Programme Availability Period.
The Guarantee Agreement was concluded for the term of the Programme, i.e. from the date of conclusion of the Programme Agreement to 18 October 2029 or till the redemption day of the last bond if on the last day of the Programme not all the bonds are redeemed.
10% of the Company's equity was assumed as a criterion of recognising the aforementioned agreements as significant.