PCF Group S.A. has initiated a private subscription process for up to 5,853,941 new Series F ordinary shares.
See it on page 1The offering is restricted to qualified investors, defined as those holding at least 0.25% of voting rights or possessing a minimum of €100,000 in eligible securities.
See it on page 2Trigon Dom Maklerski S.A. and Trigon Investment Banking have been engaged to manage the execution of the subscription process.
See it on page 2Key shareholder Sebastian Wojciechowski has entered into a lock-up agreement regarding his existing shares in the company.
See it on page 2The company intends to list the Series F shares on the Warsaw Stock Exchange, utilizing a prospectus exemption for up to 20% of existing shares.
See it on page 2The offering is strictly for offshore transactions and is prohibited in the United States, Australia, Canada, Japan, South Africa, and other jurisdictions where it would violate local securities laws.
See it on page 4No formal prospectus will be prepared for this transaction, as the process is classified as a private subscription rather than a public offering.
See it on page 2The document announces the initiation of a private subscription process for up to 5,853,941 Series F ordinary shares issued by PCF Group S.A. The offer is governed by the company’s 28 February 2023 Extraordinary General Meeting resolution and a subsequent board resolution dated 29 May 2023, which establish the terms of subscription, the engagement of Trigon Dom Maklerski S.A. and Trigon Investment Banking for execution, and the signing of a lock‑up agreement with key shareholder Sebastian Wojciechowski. The subscription will be limited to qualified investors, including those holding at least 0.25 % of voting rights as of the preference day or investors with a minimum €100,000 in eligible securities. The Series F shares are intended for offshore transactions only and will not be offered or sold within the United States, Australia, Canada, Japan, South Africa, or other jurisdictions where such distribution would violate securities law. The company plans to seek listing of the Series F shares on the Warsaw Stock Exchange under a prospectus exemption for up to 20 % of existing shares, contingent on regulatory approval. The report clarifies that no prospectus will be prepared and the offer is not a public offering outside Poland. The document includes extensive legal disclosures, risk warnings, and restrictions on distribution, emphasizing that it serves purely informational purposes for qualified investors.
