Completion of public offering and allotment of series D bearer shares of Grupa LOTOS S.A.
Report no. 41/20142014-12-09

The Management Board of Grupa LOTOS S.A. (the “Company”) gives notice of the materialization of the public offering and the issue of 55,000,000 series D ordinary bearer shares with a nominal value of PLN 1 (one) each (the "New Shares") issued pursuant to Resolution No. 2 of the Extraordinary General Meeting of the Company held on 8 September 2014 on increasing the Company's share capital by way of issue of new shares, public offering of new shares, setting the record date for the entitlement of preemptive rights in respect of new shares for November 18th 2014, conversion into book-entry form and seeking admission of pre-emptive rights, allotment certificates and new shares to trading on the regulated market of the Warsaw Stock Exchange, amending the Company's Articles of Association and authorising the Supervisory Board to prepare a consolidated text of the Company’s Articles of Association, the wording of which was released to the public in the current report No. 19/2014 of 8 September 2014.

55,000,000 New Shares were duly subscribed and paid for.

In the course of the subscription, 7,104 subscriptions were placed in exercise of pre-emptive rights for 54,079,149 New Shares and 1,359 additional subscriptions for 55,143,768 New Shares. The rate of reduction of additional subscriptions was 98.33%. 

In connection with the above, 55,000,000 New Shares were allotted on 9 December 2014. Therefore all offered shares were allotted. 

This current report is being released pursuant to Article 56 Section 1 Clause 1 of the Act of 29 July 2005 on public offering, conditions governing the introduction of financial instruments to an organized system of trading and on public companies (consolidated text: Dz. U. of 203, item 1382).

Legal notice:

Not for release, publication or distribution, directly or indirectly, in or into the United States of America, Australia, Canada or Japan.

This communication is for informational and promotional purposes only and under no circumstances shall constitute an offer or invitation to make an offer, or form the basis for a decision, to invest in the securities of Grupa LOTOS S.A. (the “Company”). The prospectus which was prepared in connection with the offering of the Company’s shares (the “Shares”) subject to pre-emptive rights (the “Prospectus”) and approved by the Polish Financial Supervision Authority, is the sole legally binding document containing information about the Company and the offering of its Shares in Poland. The Prospectus was made available in an electronic format on the website of the Company (www.lotos.pl) and, additionally, for information purposes, on the website of Powszechna Kasa Oszczędności Bank Polski S.A. Oddział – Dom Maklerski PKO Banku Polskiego w Warszawie (www.dm.pkobp.pl).

This communication does not constitute a recommendation within the meaning of the Regulation of the Polish Minister of Finance Regarding Information Constituting Recommendations Concerning Financial Instruments or Issuers Thereof dated 19 October 2005.

This communication (and the information contained herein) does not contain or constitute an offer of securities for sale, or solicitation of an offer to purchase securities, in the United States, Australia, Canada or Japan, or any other jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States of America, unless registered under the Securities Act or unless an exemption from the registration requirements set forth in the Securities Act applies to them. No public offering of the securities will be made in the United States of America.

Neither the Company nor any of its subsidiaries or any other related entities shall be held accountable for any damage resulting from the use of this communication or a part thereof, or its contents or in any other manner in connection with this communication.

Société Générale, Powszechna Kasa Oszczędności Bank Polski S.A. Oddział – Dom Maklerski PKO Banku Polskiego w Warszawie, BZ WBK, ING Securities and Unicredit The Managers are acting exclusively for the Company and no one else in relation to the proposed Offering and will not regard any other person (whether or not a recipient of this document) as a client in relation to the Offering and will not be responsible to any other person for providing the protection afforded to their respective clients or for providing advice in connection with the Offering.