8/2015 Decision on intention to acquire shares in Presspublica limited liability company with registered office in Warsaw



The Management Board of "Gremi Media" S.A. (The "Company") announces its decision on the intention to carry out a transaction due to which the Company will acquire from (1) Gremi sp. z oo with registered office in Kraków, 53 Wroc³awska street, 30-011 Kraków, entered into the register of entrepreneurs maintained by the District Court for Kraków-¦ródmie¶cie in Kraków, XI Commercial Division, under KRS number 0000387461 and (2) KCI S.A. with its registered office in Kraków, 53 Wroc³awska street,30-011 Kraków entered into the register of entrepreneurs maintained by the District Court for Kraków-¦ródmie¶cie in Kraków, XI Commercial Division of the National Court Register, under KRS number 0000112631, a total of 6,342 shares in Presspublica sp. z o.o. with its registered office in Warsaw, entered into the National Court Register maintained by the District Court for the Capital City of Warsaw, XII Commercial Division of the National Court Register, under KRS number 0000134482. Acquisition of the above shares will take into account the valuation of shares of Presspublica sp. z oo at the level of PLN 36,880.15 per share, as settlement of obligations of Gremi sp. z oo and KCI S.A. to the Company and will cover newly issued shares by "Gremi Media" S.A. of H and I series in a total amount of 91,010,151.00, with a nominal value of PLN 2.20 each, which will be used to acquire Gremi Sp. z o.o. and KCI S.A. - Provided that the relevant resolution on the share capital increase will be passed by the General Meeting of "Gremi Media" S.A. As a result of the proposed transaction, the Company will become effectively (in the view of the fact of having all shares except own shares), the sole shareholder of Presspublica sp. z o.o.

"Gremi Media" S.A. intends to expand its activities in the media industry. "Gremi Media" S.A. currently holds a portfolio of 490 shares in Presspublica sp. z o.o. representing 4.38% of the share capital and entitling to 490 votes. The main activity of Presspublica sp. z o.o. is to conduct activities related to asset management, acting as a parent company for its subsidiaries.

The Management Board believes Presspublica group has the potential to generate profits and therefore the Board expects the possibility to build value of "Gremi Media" S.A. based on the value and profits generated by Presspublica sp. z o.o. and a group of subsidiaries and associated with Presspublica sp. z o.o. Increasing the share in Presspublica sp. z o.o. will enable "Gremi Media" S.A. to gain greater control over this company and its group of companies and thus to achieve higher profits and thus their security through its impact on the operations of Presspublica sp. z o.o. and participation in strategic decision-making which must be authorized by a resolution of the General Meeting of Shareholders. Development, and consequently the amount of profits generated by each company of the group will increase also as a result of the synergy between these companies. The increase in revenues and profits will be significantly affected by the development of portfolio of services provided jointly by the companies to their existing and new customers.

The Company will notify conclusion of agreements related to the implementation of the proposed transaction with relevant current reports.

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