Public announcement with regard to the end of the capital increase - 17 November 2010
The Management Board of the company Gorenje, d.d., hereby informs the public that yesterday, on 16th November, the capital increase procedure (secondary equity offering) ended. The payments didn’t reach the required 70-percent threshold therefore the capital increase procedure wasn't successful. In accordance with the Public Offer Prospectus from 9th September 2010, all the shareholders that subscribed and paid for the new shares shall be refunded their payments without interest within 15 days after the capital increase closure, i.e. till 1st December 2010.
As the 2010 Business Plan and the Gorenje Group Strategic Plan for the period 2010 - 2013 do not include or rely on the effects of this fall's equity offering, further business activities will not be hindered or in any way affected by its outcome.
Disclaimer: All announcements in English language are only for information purposes!Announcement on the progress of secondary equity offering - 16 November 2010
In order to provide equal and correct information to all Gorenje shareholders, the Gorenje Management Board hereby responds to the reports and information disseminated by the media in relation to the progress of the secondary equity offering, or capital increase, taking place this fall.
At the 14th Shareholders Assembly held on May 28th, Gorenje shareholders adopted a resolution to increase the company share capital in two stages. In the summer equity offering, which was accomplished successfully in July, the newly issued shares in the total amount of EUR 25 million were, following a due diligence examination, subscribed and paid in by the IFC (International Finance Corporation), a member of the World Bank Group.
The autumn stage of the Gorenje, d. d., equity offering, included three rounds. In the first two rounds, the newly issued shares were offered to the current Gorenje shareholders. The existing shareholders subscribed and paid up in the first and second round a total of 19.29 percent of the shares offered, in compliance with the prospectus on the issue of shares, which was previously confirmed by the company Supervisory Board. The remaining shares were offered by the Management Board, with the Supervisory Board's consent, for subscription to other interested investors. We find that the investors have taken a conservative and reserved stance towards the equity offering, which we believe is the result of inadequate liquidity in the Slovenian capital market. Hence, the third round of the offering also involved discussions with international investors and business partners from Europe and the rest of the world. Discussions with some investors are indeed still in progress.
On November 15th 2010, Gorenje management received by e-mail an offer by the company Home Products Europe B.V., currently holding approximately 6.7 percent of Gorenje shares, to take part in the equity offering. As an existing shareholder, the company had had the opportunity to take part in the first and second round of the offering, but had decided to forfeit that option. The offer by the company Home Products Europe, B.V., did not comply with the provisions laid out in the prospectus on the participation in the third round. Therefore, Gorenje Management Board could not invite the said company to take part in the third round as this would breach the principle of equal treatment of all shareholders. In addition, the offer was submitted immediately before the expiry of the offering deadline, which precluded any procedures required with regard to such invitation and the progress of the capital increase. The company Home Products Europe, B. V. has been informed in this regard.
As the 2010 Business Plan and the Gorenje Group Strategic Plan for the period 2010 to 2013 do not include or rely on the effects of this fall's equity offering, further business activities will not be hindered or in any way affected by its outcome. Business Report for the first three quarters will be announced on November 23rd.
Shareholders and other stakeholders will be duly informed about the results of this fall's equity offering by a public announcement on the Seonet portal no later than by Thursday, November 18th 2010. Given the information currently available on the subscription and payment of the shares offered, the 70-percent threshold required for the offering to succeed will presumably not be attained. We do however find this summer's capital increase alone a great success for Gorenje as we were able to win the trust of a reputable investor like the IFC, despite the hardship that still dominates the economic and business landscape.
On another positive note, the discussions on the autumn stage of the equity offering with some of our business partners have paved the way for vast possibilities and opportunities for cooperation and furthering of relations in terms of exchange of best practice and reaping synergies in various fields and aspects of operations. As the Latin American manufacturer Mabe was also referred to in the said media reports, we hereby explain that Mabe is one of the business partners with which Gorenje could reap the said synergies and with whom discussions are held to find ways to allow further growth and development in the global environment for the two companies from two remote continents.
Disclaimer: All announcements in English language are only for information purposes! Disclosure on the progress of Gorenje, d. d., secondary equity offering to the general public - 26 October 2010
The company Gorenje gospodinjski aparati (home appliances), d. d. (hereinafter referred to as Gorenje, d. d.), hereby informs the public on the progress of sale (offering) of Gorenje, d. d., stock to the public, proceeding in compliance with the terms and conditions announced in the Prospectus on September 9th 2010, and based upon the Securities Market Agency decision No. 40200-105/2010-6 dated September 2nd 2010 on the confirmation of Prospectus for offering of a maximum of 1,876,876 ordinary registered no par value shares coded GRVG, with total issue value of a maximum of EUR 24,999,988.32, to the public.
In the second round of the offering, taking place from October 8th 2010 to October 22nd 2010, the shares were offered to the shareholders who were registered in the Share Register on the day of the announcement of Prospectus (cut-off date), i.e. September 9th 2010, without restriction as to the number of shares subscribed. In the second round of the offering, 58 subscribers subscribed and paid in a total of 53,558 shares with total issue value of EUR 713,398.56. In the first two rounds of the offering, a total of 613 subscribers thus subscribed and paid in a total of 361,995 shares with an issue value of EUR 4,821,773.40, or 19.29 percent of total stock offered.
Remaining 1,514,881 shares that have not been subscribed and paid in by the existing shareholders in the first two rounds of the offering shall be offered by Gorenje, d. d., Management Board, as confirmed by the Supervisory Board, for subscription and payment to third parties in the third round of the offering. Invited third parties will be able to subscribe and pay in their shares in a period of 20 days, starting on October 28th 2010 and thru November 16th 2010. The third round of the offering may be closed sooner if the subscribers in this round subscribe and pay in all remaining shares before the expiration of subscription and payment deadline.
In the third round of the offering, the shares shall be subscribed at the subscription point NLB, d. d., Investment Banking Sector, Čopova 3, 1000 Ljubljana.
Disclaimer: All announcements in English language are for information purposes only!Announcement regarding the progress of the public offering of the Gorenje, d.d., shares - 7 October2010
The company Gorenje home appliances, d.d. (hereinafter referred to as Gorenje, d.d.) hereby informs the public on the progress of public offering of Gorenje, d.d., shares, taking place pursuant to the conditions laid down in the prospectus issued on September 9th 2010, based on the decision by the Securities Market Agency No. 40200-105/2010-6 dated September 2nd 2010 on the confirmation of the prospectus on the public offering of a maximum of 1,876,876 ordinary registered no par value shares coded GRVG, with a total emission value of a maximum of EUR 24,999,988.32.
In the first round of the offering, commenced on September 15th 2010 and lasting through October 4th 2010, the shares were offered to shareholders that were registered in the Share Register as at the day of the announcement of the prospectus (cut off date), i.e. September 9th 2010, which entitled them the pre-emptive right to subscribe new shares in the amount proportional to their currently held respective shares (percentages) of the share capital. In the first round of the offering, 583 shareholders subscribed and paid in a combined total of 308,437 shares with total emission value of EUR 4,108,380.84 which represents 16.43 percent of total shares offered.
Remaining 1,568,439 shares that were not subscribed and paid in during the first round shall be offered in the second round to all shareholders that were registered in the Share Register as at the day of the announcement of the prospectus (September 9th 2010), without limitations or subscription caps. The second round shall last fifteen days, starting on October 8th 2010, through October 22nd 2010. In the second round, the shares shall be subscribed at subscription points at NLB, d. d., branch offices listed in the prospectus, during regular working hours of these offices, except for the last day of the second round when shares shall only subscribed until 1 PM.
Gorenje, d.d.
Management Board Public Offering of Gorenje, d.d., Shares
Securities
- The subject of the offering is a maximum of 1,876,876 newly issued ordinary freely transferable registered no par value shares, issued in dematerialized form, with the code GRVG and ISIN code SI0031104076 (hereinafter referred to as the Shares). The Shares are in the same class as the Issuer's shares issued to date.
- The Shares are offered at a price of EUR 13.32 per share. Hence, total emission value of all shares amounts to a total of EUR 24,999,988.32.
Conditions and validity of the offering / subscription deadline
- The offer for subscription and payment of shares shall begin on the fourth working day after the announcement of the Prospectus. It is scheduled to take place in three rounds: the first subscription round shall last 20 days, starting on September 15th 2010 and lasting through October 4th 2010.
- The shares not subscribed and paid up during the first round shall be offered in the second round lasting fifteen days starting on October 8th 2010 through October 22nd 2010, to all shareholders entered in the Share Register as at the day of announcement of the Prospectus, without restrictions.
- The shares not subscribed and paid up by the existing shareholders in the first two rounds of the offering, shall be offered for subscription in the 20-day third round starting on October 28th and lasting through November 16th 2010, to third parties invited by the Issuer's Management Board.
- Shareholders entered in the Share Register as at the day of announcement of the Prospectus (the cut-off date) shall have the pre-emptive right to subscribe new shares relative to their current share (percentage) of total share capital. The number of new shares to which the existing shareholders are entitled pursuant to the above provision, shall be calculated based on the ratio between the number of new shares and the number of the existing Issuer's shares (ratio of 0.11799), considering all existing shares of individual entitled entity. In addition, the rule shall apply that the number of new shares to which the current shareholders are entitled shall be rounded up to the nearest integer and that each current shareholder shall be entitled to subscribe at least one new share.
- Subscription points for Gorenje shares within NLB branches
- Documents required for subscription of shares
- Authorization - natural person - non-resident - pattern
- Authorization - legal person - non-resident - pattern
- Frequently asked questions referred to the public offering of shares
Public-offer Prospectus of ordinary shares Gorenje, d.d. - 9 September 2010
The list of the subscription points in NLB, d. d.
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Branch office Ljubljana-Center |
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| 1 |
Quick service and consulting office |
Trg republike 2 |
1520 Ljubljana |
8 AM - 6 PM |
| 2 |
Municipal Savings Bank of Ljubljana (Mestna hranilnica ljubljanska) |
Čopova ulica 3 |
1520 Ljubljana |
8.30 AM - 1 PM and 3 PM - 5 PM |
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Branch office Šiška-Bežigrad |
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| 3 |
Office Šiška |
Celovška cesta 89 |
1520 Ljubljana |
8.30 AM - 1 PM and 3 PM - 5 PM |
| 4 |
Office Bežigrad |
Linhartova cesta 3 |
1520 Ljubljana |
8.30 AM - 1 PM and 3 PM - 5 PM |
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Branch office Moste |
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| 5 |
Office Litija |
Jerebova ulica 14 |
1270 Litija |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Vič-Notranjska |
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| 6 |
Office Vič |
Cesta na Brdo 9 |
1520 Ljubljana |
8.30 AM - 1 PM and 3 PM - 5 PM |
| 7 |
Office Vrhnika |
Trg Karla Grabeljška 2 a |
1360 Vrhnika |
8 AM - 12 noon and 2.30 PM - 5 PM |
| 8 |
Office Postojna |
Vojkova ulica 9 |
6230 Postojna |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Kočevje |
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| 9 |
Office Kočevje |
Trg zbora odposlancev 66 |
1330 Kočevje |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Gorenjska and Kamnik |
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| 10 |
Office Kranj |
Koroška cesta 21 |
4000 Kranj |
8 AM - 12 noon and 2.30 PM - 5 PM |
| 11 |
Office Duplica |
Ljubljanska cesta 45 |
1241 Kamnik |
9 AM - 5 PM |
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Branch office Savinjsko-Šaleška |
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| 12 |
Office Rudarska |
Rudarska cesta 3 |
3320 Velenje |
9 AM - 6 PM |
| 13 |
Office Gorenje |
Partizanska cesta 12 |
3320 Velenje |
8 AM - 15.30 |
| 14 |
Office Celje |
Mariborska cesta 1 |
3000 Celje |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Podravje |
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| 15 |
Office Maribor |
Titova cesta 2 |
2000 Maribor |
8 AM - 12 noon and 2.30 PM - 5 PM |
| 16 |
Office Prešernova |
Prešernova ulica 6 |
2250 Ptuj |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Dolenjska and Bela krajina |
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| 17 |
Office Seidlova |
Seidlova cesta 3 |
8000 Novo mesto |
8 AM - 6 PM |
| 18 |
Office Črnomelj |
Trg svobode 2 |
8340 Črnomelj |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Posavje-Krško |
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| 19 |
Office Krško |
Trg Matije Gubca 1 |
8270 Krško |
8.30 AM - 5 PM |
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Branch office Pomurje |
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| 20 |
Office Murska Sobota |
Trg zmage 7 |
9000 Murska Sobota |
8 AM - 5 PM |
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Branch office Nova Gorica |
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| 21 |
Office Nova Gorica |
Bevkov trg 3 |
5000 Nova Gorica |
8 AM - 12 noon and 2.30 PM - 5 PM |
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Branch office Koper |
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| 22 |
Office Koper |
Pristaniška ulica 45 |
6000 Koper |
8 AM - 1 PM and 15.30 - 5 PM |
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Branch office Domžale |
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| 23 |
Office Domžale 1 |
Ljubljanska cesta 62 |
1230 Domžale |
8 AM - 6 PM |
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Branch office Koroška |
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| 24 |
Office Slovenj Gradec |
Glavni trg 30 |
2380 Slovenj Gradec |
8.30 AM - 1 PM and 3 PM - 5 PM |
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Branch office Zasavje |
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| 25 |
Office Trbovlje |
Trg revolucije 25 c |
1420 Trbovlje |
8 AM - 6 PM |
Notice of Public Offering of Gorenje, d. d., Shares - 7 September 2010
Notice in Respect of the written order of the ATVP-Securities Market Agency - 3 September 2010
The Management Board of Gorenje gospodinjski aparati, d.d., is hereby informing the public, that the company received the decision of Agencija za trg vrednostnih papirjev (ATVP-Securities Market Agency) No. 40200-15/2010-6 from 2 September 2010, where the Public-offer Prospectus of ordinary shares Gorenje, d.d., was confirmed by ATVP.
The Public-offer Prospectus for sale of no more than 1,876,876 new ordinary freely transferable registered no par value GRVG shares, of the total amount of not more than EUR 24,999,988.32, shall be published on Thursday, 9 September 2010.
The beginning of the formal procedure of the registered share capital increase - 15 July 2010
The Supervisory Board has yesterday, on the 15th of July 2010 at the 44th Board Meeting, discussed and adopted the Management Board proposal of the company’s share equity increase in accordance with the shareholders’ resolution, passed at the Annual General Meeting on the 28th of May 2010. With this, the formal procedure of increase of the registered share capital maximum to EUR 7,832,064.76 by issuing maximum 1,876,876 ordinary transferable registered shares with no par value, has started and the shares will be classified in the same class as the existing regular shares of this issuing entity. To the share equity increase from the pre-emption rights all the shareholders’ will be invited to inscribe, who will be on the day of the announcement of the Prospectus, registered in shareholders’ ledger of the company Gorenje, d.d. It is foreseeing, that the Management and the Supervisory Board will the excess shares, which the existent shareholders’ will not inscribe, offer to the third persons. Public notice about changes of share capital, number of shares and of statute - 5 July 2010
Today, on 5 July 2010 has Gorenje, d.d., based on the finished procedure of subscribed and paid new shares of Gorenje, d.d., received the resolution of the court register, Celje, No. Srg 2010/23517, dated on 5 July 2010. This resolution is relating to the registration of share capital changes from EUR 58,546,152.56 to EUR 66,378,217.32, No. of shares from 14,030,000 to 15,906,876 and changes of statute, related to above quoted changes.
The issuer will also immediately issue to the Central Securities Clearing Corporation (KDD d.d., Ljubljana, Slovenia) an order for the issue of shares in dematerialized form and for performing other procedures necessary for the listing of shares on the organized securities market, managed by Ljubljanska borza, d. d., Ljubljana, Slovenia.
Prospectus for the admission to trading on a regulated market of the Gorenje, d.d., shares - 22 June 2010
The company Gorenje, d.d., received on 22 June 2010 the decision by the Securities Market Agency on the approval of the prospectus for the admission to trading on a regulated market of the 1,876,876 ordinary, freely transferable, no par value shares in a registered, book-entry form with the symbol GRVG.
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