CR 05/2017 Conditional registration of LPP SA series L shares in the National Depository of Securities

Conditional registration of LPP SA series L shares in the National Depository of Securities   


Current report no.: 05/2017

Date: 24.01.2017; 11:19

 

The Management Board of LPP SA hereby informs that on 24 January 2017 the company acquired information on the Resolution No. 39/2017 issued by the Management Board of the  National Depository of Securities on 23 January 2017, which states that the NDS Management Board resolves to accept to the National Securities Depository 4,084 (four thousand and eighty four) ordinary series L bearer shares of LPP SA of the nominal value of PLN 2.00 (two zlotys) each, issued under the conditional share capital increase pursuant to Resolution No. 22 of the Annual General Meeting of the Company’s Shareholders of 27 June 2011 as amended and mark them with the code PLLPP0000011.

The registration will take place on condition that the company operating the regulated market has decided to introduce these shares to trading on the same regulated market where there were introduced other LPP SA shares marked with the code PLLPP0000011.

The resolution came into force on the date of its adoption.

 

CR 05 2017 – Conditional registration of LPP SA series L shares in the National Depository of Securities

CR 04/2017 Updated information on an audit procedure carried out by the Tax Audit Office

Updated information on an audit procedure carried out by the Tax Audit Office


Current report no: 04/2017

Date: 20.01.2017; 15:28

 

The Management Board of LPP SA (“Issuer”) informs that, on 20 January 2017, they received a protocol drawn up as part of an audit procedure carried out against the Issuer by the Tax Audit Office (Urz?d Kontroli Skarbowej) in Gda?sk (“TAO”) in respect of reliability of declared tax bases and correctness of calculation and payment by the Issuer of corporate income tax for the year 2012 (“Protocol”), including a notification setting a date for taking a standpoint on the material collected. The Issuer informed of the pending audit procedure in periodical reports, including, among others, an extended consolidated report of LPP SA for the third quarter of 2016, in an item concerning procedures pending before a court, authority competent to pursue arbitration proceedings or a public administration authority (pages 25-26).

Considering the fact that the Protocol is a subsequent important stage of the audit procedure and in view of its wording giving knowledge on the findings of the tax audit authority, the Issuer provides below information in that respect.

In the Protocol, the TAO stated that, in its opinion, the Issuer incorrectly determined revenue earning costs for the year 2012, in particular in respect of expenses for sub-licences for the use of trademarks contributed in kind to a Cypriot company (Gothals Ltd). In the event where the tax audit authority takes the evidence material specified in the Protocol as the basis for its decision, the Issuer estimates that the value of an additional tax liability (with interest) which could be imposed on the Issuer will amount in total to approx. PLN 24 mln.

The Issuer informs that, in its opinion, licence fees paid to Gothals Ltd have been, and are, economically justified and it will uphold such standpoint at further stages of the procedure.

The Issuer will inform of any further important stages of the audit procedure by way of relevant reports to be published.

At the same time, the Issuer informs that it has no knowledge of any tax or audit procedures carried out against the Issuer as at the date of drawing up this current report in respect of settlement periods other than the one referred to above.

 

CR 04 2017 – Updated information on an audit procedure carried out by the Tax Audit Office

CR 03/2017 Notification received under Article 69 of the Public Offering Act

Notification received under Article 69 of the Public Offering Act


Current report no: 03/2017

Date: 10.01.2017; 10:12

 

With reference to current report no 60/2016 on the notification received from FORUM Towarzystwo Funduszy Inwestycyjnych SA (further referred to as “FORUM TFI”) of the change in the type of shareholdings in LPP, held by the funds managed by the said entity, the Management Board of LPP SA (the “Company”) hereby notifies that, on 9 January 2017, the Company received from FORUM TFI a revision of the notification made by way of the above-mentioned current report.

Below, the Company provides the wording of the revised notification received.

“As required under Article 69 paragraph 1 subparagraph 1) in connection with Article 87 paragraph 1 subparagraph 2) of the Act on the Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, dated 29 July 2005 (further referred to as the “Public Offering Act”), FORUM Towarzystwo Funduszy Inwestycyjnych SA with its registered office in Cracow (further referred to as “FORUM TFI”), acting on behalf and for the following funds: FORUM 64 Closed-End Investment Fund and FORUM 65 Closed-End Investment Fund (further jointly referred to as the “Funds”), informs as follows.

As a result of a share acquisition transaction concluded on 19 December 2016, FORUM 64 Closed-End Investment Fund managed by FORUM TFI acquired from its subsidiary i.e. Hoja SCSp with its registered office in Luxembourg 51,338 (fifty one thousand three hundred and thirty eight) ordinary bearer shares and 1 (one) privileged registered share, that is in total 51.339 (fifty one thousand three hundred and thirty nine) shares in LPP Spó?ka Akcyjna with its registered office in Gda?sk, at ul. ??kowa 39/44, 80-769 Gda?sk, entered into the register of entrepreneurs of the National Court Register under number KRS 0000000778 (further referred to as the “Company”).

As a result of a share acquisition transaction concluded on 21 December 2016, FORUM 65 Closed-End Investment Fund managed by FORUM TFI acquired from its subsidiary i.e. Quarter SCSp with its registered office in Luxembourg 143,710 (one hundred forty three thousand seven hundred and ten) ordinary bearer shares and 1 (one) registered share, that is in total 143,711 (one hundred forty three thousand seven hundred and eleven) shares in the Company.

The overall share of the Funds in the total vote at the Annual General Meeting of the Company’s Shareholders has exceeded directly  5% of the total vote.

Before conclusion of the transactions, the Funds held in total, indirectly, 200,730 (two hundred thousand seven hundred and thirty) shares in the Company, constituting 10.90% of the Company’s share capital and giving right to exercise 200,738 (two hundred thousand seven hundred and thirty eight) votes constituting 6.23% of the total vote at the Annual General Meeting of the Company’s Shareholders, including:

a) 200,728 (two hundred thousand seven hundred and twenty eight) ordinary bearer shares constituting 10.91% of the Company’s share capital, giving right to exercise 200,728 (two hundred thousand seven hundred and twenty eight) votes constituting 6.23% of the total vote at the Annual General Meeting of the Company’s Shareholders;

b) 2 (two) privileged registered shares constituting 0.0001% of the Company’s share capital, each giving right to exercise 5 (five) votes i.e. giving right to exercise in total 10 (ten) votes constituting 0.0003% of the total vote at the Annual General Meeting of the Company’s Shareholders.

Due to the acquisition of the above-mentioned shares in the Company, the Funds currently hold directly 195,050 (one hundred ninety five thousand and fifty) shares in the Company and indirectly 5,680 (five thousand six hundred and eighty) shares in the Company, constituting in total 10.90% of the Company’s share capital and giving right to exercise 200,738 (two hundred thousand seven hundred and thirty eight) votes constituting in total 6.23% of the total vote at the Annual General Meeting of the Company’s Shareholders, including:

a) 200,728 (two hundred thousand seven hundred and twenty eight) ordinary bearer shares constituting 10.91% of the Company’s share capital, giving right to exercise 200,728 (two hundred thousand seven hundred and twenty eight) votes constituting 6.23% of the total vote at the Annual General Meeting of the Company’s Shareholders;

b) 2 (two) privileged registered shares constituting 0.0001% of the Company’s share capital, giving right to exercise 5 (five) votes.

FORUM 65 FIZ holds 100% (one hundred percent) of shares in PRESENTME HOLDING LIMITED with its registered office in Nicosia (Elenion Building, 5 Th Dervis Str, CY-1066 Nicosia, Cyprus), which holds 5,680 (five thousand six hundred and eighty) shares in the Company.

At the same time, we inform that, as known to FORUM TFI, apart from the Funds, no other investment fund managed by FORUM TFI holds directly or indirectly any shares in the Company.

The Funds concluded no agreement with the subject matter being the transfer of the right to exercise voting rights, as referred to in Article 87 paragraph 1 subparagraph 3 point c. of the Public Offering Act.”

 

CR 03 2017 – Notification received under Article 69 of the Public Offering Act

CR 02/2017 Dates of publication of periodic reports in 2017

Dates of publication of periodic reports in 2017

 

Current report no.: 02/2017

Date: 03.01.2017; 10:41

 

Basing on & 103.1 of the Ordinance of the Minister of Finance on current and periodical information provided by issuers of securities dated 19 February 2009 (…) the Management Board of LPP SA informs about the filing deadlines for periodic reports in 2017:

1. Annual reports and consolidated annual report for 2016: 11.04.2017

2. Semi-annual report for H1 2017: 30.08.2017

3. Quarterly reports

Extended consolidated report for Q4 2016: 23.02.2017

Extended consolidated report for Q1 2017: 17.05.2017

Extended consolidated report for Q3 2017: 21.11.2017

 

Furthermore, basing on &83 of the Ordinance of the Minister of Finance on current and periodical information provided by issuers of securities dated 19 February 2009 (…) the Management Board of LPP SA informs that individual quarterly reports and individual semi-annual report for H1 won’t be published. LPP SA will be publishing consolidated quarterly reports including quarter financial data and consolidated semi-annual report including abbreviated semi-annual financial report.

 

CR 02 2017 – Dates of publication of periodic reports in 2017

CR 01/2017 Revenues from sales generated by LPP SA Capital Group in December 2016

Revenues from sales generated by LPP SA Capital Group in December 2016           


Current report no.: 01/2017

Date: 02.01.2017; 15:50

 

The Management Board of LPP SA hereby informs that consolidated revenues from sales of LPP SA Capital Group generated in December 2016 totaled about PLN 737 million and were higher about 13% in comparison with the revenues generated in December 2015.

Estimated gross margin on sales would be 51% and was similar to gross margin on sales achieved in December in the previous year.

At the same time, the Company informs that the results for December 2016 will be influenced by a one-off operation involving the wholesale of old collections on stock from both Polish and foreign warehouses to an external recipient. Taking into account the said operation in the December results, the sales in the last month of 2016 will reach approx. PLN 756 mln (increase by 16% y/y). Consequently, a gross margin on the December sales will be decreased to approx. 36%. The decision on the wholesale of old collections on stock (encompassing mainly goods from AW15 and SS16 seasons) is caused by a change in the product management policy and care for the image of LPP brands. A new approach to clearance sales entails the abandonment of reintroduction to stores of old-season models of clothes for the period of clearance sales.

In the period between January and December 2016 consolidated revenue from sales (including a one-off operation involving the wholesale of old collections) totaled about PLN 6 021 mln and were higher about 17% as compared with the revenue generated in the corresponding period in the previous year.

The E-commerce revenues from sales in December 2016 totaled about PLN 26 mln and were higher about 130% in comparison to December 2015. In the period January – December 2016 the E-Commerce revenues from sales totaled about 173 mln PLN and were higher by 118% year over year.

The commercial area at the end of December 2016 was about 919 thousand of square meters and was about 9% higher as compared to the end of December 2015.

 

CR 01 2017 – Revenues from sales generated by LPP SA Capital Group in December 2016