Company Announcements

UNOFFICIAL TRANSLATION

Report 13/2019

Management Board resolution on issuance of series D subordinated bonds

In reference to the Current Report No. 12/2019 of May 9, 2019 regarding the consent to the non-public issue of subordinated bonds of Bank Polska Kasa Opieki S.A. ("Bank"), the Bank hereby informs that after completion of the bookbuilding process, the Bank's Management Board adopted resolution regarding the issue of series D subordinated bonds of the Bank. The total nominal value of series D subordinated bonds to be issued is PLN 350,000,000 (in words: three hundred fifty million zlotys). The issue amount takes into consideration capital market conditions as well as current capital requirements of the Bank.

After obtaining the approval of the Polish Financial Supervision Authority, the series D subordinated bonds will be classified as Tier 2 instruments.

The main conditions for the issue of the series D subordinated bonds of the Bank are as follows:

1.   Type of bonds: bearer bonds; the bonds will not have a documentary form and will be registered on the issue date in the deposit of securities maintained by the National Depository for Securities S.A. (Krajowy Depozyt Papierów Wartościowych S.A.);

2.   Total number of bonds to be issued: 700 (in words: seven hundred);

3.   The nominal value of one bond: PLN 500,000 (in words: five hundred thousand zlotys);

4.   The total nominal value of bonds to be issued: PLN 350,000,000 (in words: three hundred fifty million zlotys);

5.   Interest rate: floating, based on the benchmark of WIBOR for six months deposits (WIBOR 6M) plus a margin of 1.70 percentage points;

6.   Format of issue: 12NC7, i.e. bonds with 12-year maturity, with a reserved call option giving the Bank the right to redeem the bonds earlier, after 7 years from the date of issue or in other cases indicated in the terms and conditions of the bonds (lack of approval by the Polish Financial Supervision Authority to qualify the bonds as a Tier 2 instrument, changes in the regulatory classification of bonds, change in taxation of bonds), subject to the approval of the Polish Financial Supervision Authority, if such approval will be required;

7.   Issue price: equal to the nominal value;

8.   Currency: Polish zloty;

9.   Issue date: June 4, 2019;

10. Maturity date: June 4, 2031, subject to the possibility of their early redemption on the terms described in point 6;

11. Trading: bonds to be traded on the alternative trading system of debt financial instruments -the Catalyst market maintained by the BondSpot S.A or Warsaw Stock Exchange S.A. (Giełda Papierów Wartościowych w Warszawie S.A.);

12. Purpose of the issue: the purpose of the issue, within the meaning of Article 32 Section 1 of the Act of January 15, 2015 on bonds, has not been specified.

Legal basis: Article 17 (1) MAR - confidential information