ESPI Report 24/2021: Registration of the share capital increase in the National Court Register concerning company affiliated with the Issuer

The Management Board of Sescom S.A. (“the Company”, “the Issuer”) informs about receiving an information about registration on 2 August 2021 the share capital increase of affiliated company – Bałtyckie Centrum Transferu Technologii S.A. (“BCTT”, “SES Hydrogen”) in the National Court Register, VII Department, Gdańsk-Północ District Court.

The increase of the share capital was a result of an adoption of a resolution on an increase in the share capital of BCTT by the General Shareholders Meeting of 9 June 2021. According the resolution, the share capital of BCTT was increased by 2.600.000 PLN to 2.700.000 PLN through the creation of:

  • 463.000 new B series shares of a nominal value of 1 PLN each,
  • 137.000 new C series shares of a nominal value of 1 PLN each.

B series and C series shares are bearer and preferred shares with the right to 2 votes per 1 share at the general shareholders meeting.

2.463.000 shares were covered by the Issuer as follows:

  • 463.000 new B series shares by non-cash contribution including:
    • establishing the licenses for BCTT allowing use of inventions which are intellectual properties covered by following patents: “Hydrogen and oxygen generator”, “Set of hydrogen and oxygen generator”, “Set of steam boiler”, and an invention currently being under patent application – “Set of hydrogen heating boiler”,
    • transferring to BCTT rights to the intellectual property created by Sescom under the projects concerning hydrogen technologies development,
    • transferring to BCTT rights to hydrogen technologies projects: electrolyser and hydrogen heating boiler,

with total value of assets including in non-cash contribution amounts to 1.463.987,33 PLN.

  • 1.000.000 new C series shares were covered by cash.

The rest of remaining C series shares were covered by Project Evolution Sp. z o.o. headquartered in Gdańsk, which is the subsidiary of Sławomir Halbryt who also acts as a Chairman of the Board of Sescom and owns directly and indirectly 63,39% share in voting rights at the General Shareholders Meeting of the Issuer.

Before the share capital increase of BCTT, the Issuer owned 30.000 shares entitling to 30% of votes at the General Shareholders Meeting of BCTT and 30% share in the share capital of BCTT. After the share capital increase, the Issuer owns 2.493.000 shares entitling to 92,33% of votes at the General Shareholders Meeting of BCTT and 92,33% share in the share capital of BCTT.

The new company name of the BCTT – SES Hydrogen, was registered together with the increase of the share capital.

As a result of the increase in the share capital, SES Hydrogen became the subsidiary of Sescom S.A.

Legal Basis: Article 17(1) MAR – confidential information

Signatures of the Company’s representatives:

Sławomir Halbryt – President of the Management Board