Adhoc report - Resolution of OMV Petrom Executive Board on the acknowledgement of subscriptions within the share capital increase and approval of new share capital and updated Articles of Association
Adhoc report in compliance with Law no. 24/2017 on issuers of financial instruments and market operations (republished) and Financial Supervisory Authority’s Regulation no. 5/2018 on issuers of financial instruments and market operations
Date of report: 19 October 2022
Name of issuer: OMV Petrom S.A.
Headquarters: Bucharest, 22 Coralilor Street, District 1, („Petrom City”)
Telephone/fax number: +40 372 161930/ +40 372 868518
Sole registration number at the Trade Register Office: 1590082
Fiscal attribute: RO
Trade Register Number: J 40/8302/1997
Share capital: 5,664,410,833.5 RON
Regulated market on which the issued securities are traded: Bucharest Stock Exchange and London Stock Exchange
Significant event to be reported:
Resolution of the Executive Board of OMV Petrom S.A. regarding the acknowledgement of the subscriptions made within the share capital increase, as well as the approval of the new share capital and of the updated Articles of Association
OMV Petrom S.A. (”OMV Petrom”) announces that on 19 October 2022 the Executive Board acknowledged and approved the following:
- Acknowledged that out of the total number of 4,639,664,234 new shares that were offered for subscription to the holders of preference rights, a total number of 4,460,956,331 new ordinary nominative shares, in dematerialized form (including underlying new shares represented by new global depositary receipts) were subscribed, with a nominal value of RON 0.1 per share and a total nominal value of RON 446,095,633.10 (representing 96.1% of the total new shares offered for subscription).
- Approved the cancelation of the 178,707,903 new shares remained unsubscribed.
- Approved the share capital increase of OMV Petrom, through in-kind and cash contribution, with the value of RON 566,755,872.30, from the value of RON 5,664,410,833.50 to the value of RON 6,231,166,705.80, through the issue of a number of 5,667,558,723 new ordinary nominative shares, in dematerialized form, each share having a nominal value of RON 0.1, as follows:
- 1,206,602,392 new shares, with a total value of RON 120,660,239.20, representing the in-kind contribution of the Romanian State, through the Ministry of Energy.
- 4,460,956,331 new shares (including underlying new shares represented by new global depositary receipts), with a total value of RON 446,095,633.10, that were subscribed in cash, within the exercise of the preference right by the shareholders of OMV Petrom other than the Romanian State.
- Approved the amendment and the update of the Articles of Association of OMV Petrom to reflect the share capital increase and the new shareholding structure of OMV Petrom.
Other relevant details regarding the share capital increase are included in the attached Resolution of the Executive Board of OMV Petrom.
The newly issued shares and the new share capital of OMV Petrom following the share capital increase will be registered with the Romanian Trade Registry, with the Romanian Financial Supervisory Authority and with the Romanian Central Depositary, in accordance with the applicable legal provisions. The completion of these registrations will be announced by OMV Petrom through an ad-hoc report. Subsequently, the newly issued shares will be available for trading on the spot regulated market operated by the Bucharest Stock Exchange and the new global depositary receipts will be available for trading on the main market operated by the London Stock Exchange.
Annex: Resolution of OMV Petrom Executive Board on the acknowledgement of subscriptions within the share capital increase, as well as the approval of new share capital and the updated Articles of Association (PDF, 255,0 KB)
Chief Executive Officer
President of the Executive Board
Chief Financial Officer
Member of the Executive Board