Current report No. 20\/2022<\/p>\n\n\n\n
Date prepared: 08\/07\/2022<\/p>\n\n\n\n
Abbreviated name of the issuer: Celon Pharma S.A.<\/p>\n\n\n\n
Subject: Summary of subscription of ordinary C-series bearer shares in Celon Pharma S.A. performed under the Incentive Program for 2021<\/p>\n\n\n\n
Legal basis<\/p>\n\n\n\n
Article 56 subs. 1 point 2 of the Act on Public Offering \u2013 current and periodical information<\/p>\n\n\n\n
Content of the report:<\/p>\n\n\n\n
The Management Board of Celon Pharma S.A. (the \u201cCompany\u201d) wishes to communicate information regarding the completed subscription of ordinary C-series bearer shares of the Company, carried out in connection with the eligible persons exercising their rights under A series subscription warrants, which were granted to these persons under the 2021 Incentive Programs for Members of the Management Board and other persons of key importance to the Company.<\/p>\n\n\n\n
Incentive Programs for Members of the Management Board and other persons of key importance to the Company for the years 2021-2030 have been adopted by way of Resolution No. 6\/2021 of the Extraordinary General Meeting of the Company of February 16, 2021, and the issue of C series shares took place by way of implementation of Resolution No. 7\/2021 of that Extraordinary General Meeting 1) Subscription start and end date:<\/p>\n\n\n\n Ordinary C-series bearer shares were subscribed for by eligible persons exercising the rights under A series subscription warrants, which were granted to these persons for 2021 under Incentive Programs adopted by the Company.<\/p>\n\n\n\n The Supervisory Board and the Management Board of the Company allocated the A series subscription warrants on November 2, 2021, and the Management Board of the Company allocated further 5,000 A series subscription warrants to further eligible persons on April 15, 2022.<\/p>\n\n\n\n Pursuant to the Terms and Conditions of the Incentive Programs, the right to subscribe C series shares resulting from the A series warrants were valid until February 16, 2031, whereas all eligible persons submitted statements on acquiring the C series shares they were entitled to within the period from February 14, 2022 to June 8, 2022.<\/p>\n\n\n\n 2) Date of allocation of securities:<\/p>\n\n\n\n The allocation of the shares to the eligible persons, referred to in Article 451 \u00a7 2 of the Commercial Companies Code,<\/ins> took place on March 11, 2022 (30,000 shares) and on June 27, 2022 (5,000 shares).<\/p>\n\n\n\n 3) Number of securities subscribed:<\/p>\n\n\n\n In total 35.000 ordinary C-series bearer shares.<\/p>\n\n\n\n 4) Reduction rate in individual tranches:<\/p>\n\n\n\n Not applicable.<\/p>\n\n\n\n 5) Number of securities subscribed for:<\/p>\n\n\n\n The eligible persons submitted statements on acquiring the ordinary C-series bearer shares in the total number of 35,000 shares.<\/p>\n\n\n\n 6) The number of securities allotted in the conducted subscription<\/p>\n\n\n\n <\/p>\n\n\n\n The ordinary C-series bearer shares were issued under the conditional increase of the share capital, and therefore no shares were allocated. The eligible persons acquired 35,000 ordinary C-series bearer shares in total.<\/p>\n\n\n\n 7) The price at which the securities were subscribed:<\/p>\n\n\n\n The ordinary C-series bearer shares were acquired at the price of PLN 0.10 each.<\/p>\n\n\n\n 8) The number of persons who subscribed for securities in individual tranches:<\/p>\n\n\n\n The statements on the acquisition of the ordinary C-series bearer shares under the Incentive Program for 2021 were submitted by 5 persons.<\/p>\n\n\n\n 9) The number of persons to whom securities were allotted in the conducted subscription in individual tranches:<\/p>\n\n\n\n The ordinary C-series bearer shares were issued under the conditional increase of the share capital, and therefore no shares were allocated. The ordinary C-series bearer shares were taken up by 5 persons.<\/p>\n\n\n\n 10) Name of the underwriter:<\/p>\n\n\n\n The Company has not concluded any underwriting contracts.<\/p>\n\n\n\n 11) Value of the conducted subscription, understood as the product of the number of securities included in the offer and the issue price:<\/p>\n\n\n\n PLN 3.500<\/p>\n\n\n\n 12) The amount of the total costs which have been included in the issue costs:<\/p>\n\n\n\n The Company did not bear costs that would have been included in the issue costs, including the costs of preparing and implementing the offer, remuneration of the underwriters, drawing up the prospectus and promotion of the offering.<\/p>\n\n\n\n 13) The average cost of conducting the subscription per unit of subscribed security:<\/p>\n\n\n\n Not applicable.<\/p>\n\n\n\n 14) Method of paying for the taken up securities:<\/p>\n\n\n\n The ordinary C-series bearer shares have been acquired solely in exchange for cash contributions.<\/p>\n","protected":false},"excerpt":{"rendered":" <\/del> \u201con the issue, for the purpose of implementing Incentive Programs for Members of the Management Board and other persons of key importance to the Company, of A series subscription warrants with exclusion of share subscription rights of existing shareholders, entitling them to subscribe for C series shares and a conditional increase of the share capital through the issue of C series shares with the exclusion of share subscription rights of existing shareholders and an amendment to the Company’s Articles of Association related thereto\u201d.<\/p>\n\n\n\n