Report 1/2018

Date: 02.01.2018

Subject: Merger of Asseco Business Solutions S.A. and Macrologic S.A.

 

Current Report No. 1/2018 dated 02/01/2018

 

The Management Board of Asseco Business Solutions S.A. (“Asseco BS”), having its registered office in Lublin, announces that on 2 January 2018 the District Court Lublin-East in Lublin seated in Świdnik, VI Commercial Department of the National Court Register, registered the merger of Asseco BS and Macrologic S.A. (“Macrologic”), having its registered office in Warsaw at ul. Księcia Ignacego Kłopotowskiego 22, 03-717 Warsaw, entered into the Companies’ Register of the National Court Register at the District Court for the Capital City of Warsaw in Warsaw, XIII Commercial Department of the National Court Register, registration number KRS: 00000045462.

The merger of the companies was conducted under Article 492(1)(1) of the Code of Commercial Companies (merger by acquisition), i.e. by the transfer of entire Macrologic’s assets to Asseco BS (“the Merger”). As a result of the Merger, Macrologic was dissolved without liquidation. The Merger was made pursuant to the resolutions of: the General Meeting of Asseco BS and the General Meeting of Macrologic, as provided in the Code of Commercial Companies. Due to the fact that Asseco BS directly held the shares of Macrologic in the quantity exceeding 90% of the total number of shares of Macrologic and was the sole shareholder of Macrologic that can exercise the share rights from Macrologic shares, the Merger shall be conducted pursuant to Article 515 § 1 of the Code of Commercial Companies, i.e. without increasing the share capital of Asseco BS and without the swapping of Macrologic (Target Company) shares for the stake in the share capital of Asseco BS (Acquiring Company).

 

The planned Merger of Asseco BS and Macrologic is intended to produce the synergy effect and to further develop Asseco BS’s IT expertise related to the ERP systems for enterprises.

Asseco Business Solutions S.A. is a Polish IT company with a 20-year track record in the development and deployment of business management software.

 

 

Legal basis: Pursuant to Article 17(1) of the Market Abuse Regulation (MAR).