Current report No 18/2022
Conclusion of an agreement on the sale of shares in an insurance company
With reference to current report No 17/2022 of 1 June 2022 (“Report”), Getin Noble Bank S.A. (“Bank”) announces that on 20 June 2022, it concluded with HDI International AG with its registered office in Hanover (formerly Talanx International AG), Meiji Yasuda Life Insurance Company with its registered office in Tokyo and Getin Holding S.A. with its registered office in Wrocław an agreement on the sale of shares in Towarzystwo Ubezpieczeń Europa S.A. with its registered office in Wrocław (“TU Europa”) (“Share Sale Agreement”).
According to the information provided in the Report, the Share Sale Agreement covered 858,334 registered ordinary shares of TU Europa, which represent approx. 9.08% of the insurer’s equity. The shares of TU Europa were sold for the total amount of PLN 85,722,174.92.
Additionally, the Bank announces that the Bank Guarantee Fund, acting as the Bank’s trustee, did not raise any objections to the resolutions of the Management Board and the Supervisory Board of the Bank consenting to the sale of shares in TU Europa within the statutory time limit.
According to the information provided in the Report, the conclusion of the Share Sale Agreement was preceded by termination, on 20 June 2022, of the Transaction Agreement and the Hedging Contract between the Bank and Getin Holding S.A.
The Bank provided information about the said Transaction Agreement and Hedging Contract in current report No 51/2014 of 20 March 2014, current report No 78/2017 of 1 June 2017 and current report No 114/2018 of 21 December 2018.
After settling the sale of TU Europa shares under the Share Sale Agreement, the Bank will cease to be a shareholder of TU Europa.
Legal basis: Article 17(1) of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse — confidential information