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Current Report No.: 27/2014

Title: Conclusion by ENEA S.A. of an agreement relating to a bond issue programme
Date: 2014.30.06
Report no.:  Current Report No.: 27/2014

Current Report No.: 27/2014

Date of preparation: 30.06.2014

Short name of issuer: ENEA S.A.

Legal basis: Article 56 item 1(1) of the Act on Offerings - confidential information

Subject: Conclusion by ENEA S.A. of an agreement relating to a bond issue programme

Content of report:

In relation to the current report No. 32/2013 of 18 October 2013 regarding the corporate strategy of ENEA Capital Group for 2014-2020 the Board of ENEA S.A. ("Company") informs that within obtaining the financing for the implementation of investments described in the above mentioned strategy and financing of current operations of the entities of ENEA Capital Group on 30 June 2014 the Company and Powszechna Kasa Oszczędności Bank Polski S.A., ING Bank Śląski S.A., Bank Polska Kasa Opieki S.A. and mBank S.A. (collectively: "Banks") signed an agreement relating to the bond issue programme of ENEA S.A. up to the maximum amount of PLN 5 billion ("Programme"), pursuant to which the Banks were appointed the dealers of the bonds ("Agreement"). The function of the calculation agent, payment agent and depositary will be held by ING Bank Śląski S.A. The other banks, besides the role of declares, will be also sub-agents for payment and sub-depositaries. Additionally, Powszechna Kasa Oszczędności Bank Polski S.A. will be a technical agent in the Programme.

The bonds issued within the above Programme will be dematerialised, discount or coupon, straight bonds. The nominal value and issue value of one bond will be determined subject to the conditions of particular series, the interest or discount rate will be specified individually for each tranche during the process of offering the bonds to investors. The maturity date of the bonds may be from 1 month to 10 years. Pursuant to the provisions of the Agreement the bonds may be dematerialised in the National Depository for Securities and then may be traded in the alternative trading system within markets conducted by BondSpot or Warsaw Stock Exchange. 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 Agreement was concluded for an indefinite time, however each party reserves the right to terminate the agreement, in principle at a 90-day notice.

The Company, if the issue is conducted, will incur standard costs connected with this type of financing including the remuneration of bondholders (interest or the discount amount) and the Banks' remuneration (dealer commission).

Having in mind the diverse and international nature of Enea SA's shareholding, and also the provisions of the Best Practices of WSE Listed Companies, Enea SA guarantees the availability of its website also in English. In case of any interpretation doubts and discrepancies between the Polish and English versions, the Polish version shall prevail.