Legal basis:
Article 17.1 of MAR – inside information
The report:
The Management Board of PKO Bank Polski S.A. (”Bank”), acting pursuant to Art. 17 section 4 of the Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC ("MAR"), decided to delay the public disclosure of the following inside information.
- Content of the delayed inside information
The Management Board of the Bank hereby informs that on 6 April 2022 the Bank agreed to (i) participate in the investment process regarding the possible acquisition from Poczta Polska S.A. the part of Bank Pocztowy S.A. share capital belongs to Poczta Polska S.A. i.e. 75% -10 shares of Bank Pocztowy S.A. share capital; (ii) start the preparatory work on this project.
The Bank would like to point out that the preparatory work on possible purchase of the part of Bank Pocztowy S.A. share capital is on the early stage and the target structure of the considered transaction and its commercial and legal conditions depend on the effect of the negotiations. No binding decisions regarding the terms of the contemplated transaction have been made as at the date of adoption of the above resolution by the Management Board and, at the same time, it is not certain whether and when such decisions will be made.
- The reason for delay the public disclosure of the inside information.
In the Bank's opinion, the delay in the public disclosure of inside information met the conditions set out in the MAR and the guidelines of the European Securities and Markets Authority on the Market Abuse Regulation of 20 October 2016 issued pursuant to Article 17(11) of the MAR at the time of the decision to delay.
The Bank’s legitimate interests could be prejudiced by immediate disclosure of the information by the possibility of jeopardising the proper assessment of information by the public through possible premature indication of the specific direction of actions taken by the Bank, aimed at the possible purchase from Poczta Polska S.A. of the shares in Bank Pocztowy S.A. belonging to Poczta Polska S.A. i.e. 75% -10 shares in Bank Pocztowy S.A.’s share capital. Immediate disclosure could also adversely impact the possible negotiations affecting the listed on Catalyst financial instruments of Bank Pocztowy S.A.
Immediate disclosure of the information to the public could jeopardise the proper assessment of the information by the public by making a misleading impression as to the specific actions of the Bank, as well as the terms of a contemplated transaction.
There were no grounds for considering that delaying the disclosure of inside information could mislead the public.
The Bank ensured proper protection of information, the disclosure of which to the public was subject to delay, in particular resulting from applicable law and internal procedures - by providing information barriers introduced internally and in relation to third parties. At the same time, access to the delayed information was granted by the Bank only to persons whose access to this information was necessary for the performance of professional duties.
Publication of the information takes place in connection with appearing media reports concerning above – mentioned inside information which public disclosure was delayed. Public disclosure of the inside information was delayed pursuant to Art. 17 section 4 of MAR on 8 April 2022. In Bank’s view, the reports appearing in the media substantiate the obligation to immediately disclose the aforementioned inside information resulting from Art. 17 section 7 of MAR, i.e. in the situation where the confidentiality of an inside information is no longer ensured and a rumour explicitly relates to inside information the disclosure of which has been delayed, where that rumour is sufficiently accurate to indicate that the confidentiality of that information is no longer ensured.