Unibep on the WSE

Information on shares and shareholder structure

Unibep SA is a company with majority Polish capital, listed on the Warsaw Stock Exchange since 2008.

In 2021, the share price of Unibep SA increased by 24.10%. By comparison, the Warsaw Stock Exchange main index, WIG, rose by 21.52% and WIG – CONSTRUCTION rose by 2.76%.

In 2021, the share price of Unibep SA at the close of trading on the WSE ranged from PLN 8.18 (04/01/2021) to PLN 14.80 (28/07/2021).

At the end of 2021, Unibep SA’s market value increased to PLN 361,227,530(from PLN 291,086,262 at the end of 2020).

The P/BV ratio (share price/book value per share attributable to shareholders of the parent) was approximately 1.16 at the end of 2021 (compared to 1.06 in the previous year) and the P/E ratio (price/earnings per ordinary share attributable to shareholders of the parent) was approximately 7.68 at the end of 2021 (compared to 7.82 in the previous year).

LISTING INFORMATION

Index WIG-Poland
Investor MS
WIG-BUDOW
WIG
Industry Construction
Market/Segment WSE Basic
WSE ticker UNI
ISIN PLUNBEP00015
Number of shares 35,070,634
Share capital 3,507,063.40 PLN

Shareholder structure as of December 31, 2021.

SHAREHOLDER STRUCTURE AS AT 31 DECEMBER 2021 AND AS AT THE DATE OF PUBLICATION OF THIS REPORT

Name and surname

Number of shares held

Share in the share capital [%]

Nominal value

Number of votes

Share in the total number of votes [%]
Zofia Mikołuszko* 8,800,000 25.09 880,000 8,800,000 25.09
Beata Maria Skowrońska 5,500,000 15.68 550,000 5,500,000 15.68
Wojciech Stajkowski 2,500,000 7.13 250,000 2,500,000 7.13
Bożenna Lachocka 2,500,000 7.13 250,000 2,500,000 7.13
Aviva Otwarty Fundusz Emerytal-ny Aviva Santander SA 3,418,928 9.75 341,892 3,418,928 9.75
PKO BP Bankowy OFE 2,098,756 5.98 209,875.6 2,098,756 5.98
Free Float 6,752,958 19.26 675,295.8 6,752,958 19.26

Own shares (1)

 3,500,000 9.98 350,000 3,500,000 9.98

Total

 35,070,634 100 3,507,063.4 35,070,634 100
* Mrs Zofia Mikołuszko remains in the joint marital property regime with Mr Jan Mikołuszko.
(1) 1.000.000 own shares were purchased on 7 February 2017, as reported by the Company in current report No. 10/2017. Another 1,000,000 own shares were purchased on 29 May 2019, as reported by the Company in current report No. 28/2019. 1,500,000 own shares were purchased on 27 February 2020, as reported by the Company in report No. 7/2020.

DIVISION OF SHARES INTO SERIES

Series

Share type

Number of shares
A

bearer

 27,227,184
B

bearer

 6,700,000
C

bearer

 1,048,950
D

bearer

 94,500
Total 35,070,634
  • The Issuer is not aware of any restrictions on the exercise of voting rights by holders of a certain proportion or number of shares or restrictions on the transfer of ownership of the Company’s securities.
  • In the period since the publication of the previous interim report (interim report for Q3 2021), there were no changes in the ownership of managing and supervising persons.
  • The managing and supervising persons do not hold shares in UNIBEP Group entities. Supervisory persons do not have rights to shares of the Issuer.
  • The Issuer is not aware of any restrictions on the exercise of voting rights by holders of a certain portion or number of shares, as well as restrictions on the transfer of ownership of the Company’s securities.
  • The Company has not issued securities that give special control rights.
  • The Company does not operate an employee stock ownership program system.

Incentive scheme

On 15 June 2020, the Annual General Meeting of UNIBEP SA adopted assumptions for the Incentive Scheme for the members of the Management Board and key managers. Under the Scheme, the Company will be able to sell its own shares to such persons. The General Meeting earmarked all own shares of the Company, i.e. 3,500,000 shares, for the implementation of the Incentive Scheme. The General Meeting authorised the Supervisory Board to establish the Rules of the Incentive Scheme specifying detailed principles for implementation of this Scheme, including the rules for the conclusion of Scheme Participation Agreements. The purchase price of the shares under the Incentive Scheme will not be less than 1 PLN per share. The General Meeting of UNIBEP SA authorised the Supervisory Board to establish the purchase price of shares for each of the participants of the Incentive Scheme. This price may vary between individual share purchase transactions. On 4 November 2020, the Supervisory Board of UNIBEP SA adopted the Rules of the Incentive Scheme of UNIBEP S.A. (hereinafter referred to as the “Scheme”).

The detailed assumptions of the scheme are described in the report for Q3 2020 in Section 6.3 Incentive Scheme.

On 14 January 2021, the Supervisory Supervisory Board of the Company decided on the implementation of the Incentive Scheme for the current financial year, in particular: establishing the criteria for the allocation of shares, adopting the list of participants in the Incentive Scheme, and establishing the selling price of shares under the Incentive Scheme.

In accordance with the decision of the Supervisory Board:

  1. the list of participants in the Incentive Scheme includes members of the Management Board of the Company;
  2. the criteria for the allocation of the Company’s shares for the assessment year 2021 in particular include remaining a member of the Management Board of the Company as well as meeting the set financial targets of the Company and the Unibep Group;
  3. the selling price of shares which may be allocated for purchase by an eligible participant of the Incentive Scheme for the assessment year 2021 is 3 PLN per share;
  4. the eligible participants of the Incentive Scheme [provided that the aforementioned allocation criteria are met] will be offered at least 600,000 shares for the assessment year 2021, including at least 220,000 shares to Mr Leszek Marek Gołąbiecki, at least 190,000 shares to Mr Sławomir Kiszycki, at least 140,000 shares to Mr Krzysztof Mikołajczyk and at least 50,000 shares to Mr Adam Poliński. Managers have no other entitlements to the Issuer’s shares.

On 19 January 2022, the Supervisory Board of UNIBEP S.A. adopted resolutions on adopting the list of participants in the Incentive Scheme for 2022, establishing criteria for the allocation of shares and the selling price of shares under the Incentive Scheme for the assessment year 2022.

In accordance with the decision of the Supervisory Board of UNIBEP S.A.:

  1. The list of participants in the Incentive Scheme in 2022 includes members of the Management Board of UNIBEP S.A. and members of the Management Board of Unidevelopment S.A.
  2. The criteria for the allocation of UNIBEP SA’s shares to members of the Management Board of UNIBEP SA for the assessment year 2022 include: a] financial criteria, i.e. achieving the set financial targets of UNIBEP S.A. and the Unibep Group, b] non-financial criteria, in particular: remaining a member of the Management Board of UNIBEP SA, adopting an ESG strategy for UNIBEP S.A. and the Unibep Group, adopting greenhouse gas emission reduction targets for UNIBEP S.A. in specific time perspectives.
  3. The criteria for the allocation of UNIBP S.A.’s shares to members of the Management Board of Unidevelopment S.A. for the assessment year 2022 include: a] financial criteria, i.e. achieving the set financial targets of Unidevelopment S.A. and the Unidevelopment Group, b] non-financial criteria, in particular: remaining a member of the Management Board of Unidevelopment S.A., adopting an ESG strategy for Unidevelopment S.A. and the Unidevelopment Group.
  4. The selling price of shares which may be allocated for purchase by an eligible participant of the Incentive Scheme for the assessment year 2022 is 3 PLN per share.
  5. The eligible members of the Management Board of UNIBEP S.A. [provided that the allocation criteria are met jointly] will be offered at least 600,000 shares of UNIBEP S.A. for the assessment year 2022, including at least 200,000 shares to Mr Leszek Marek Gołąbiecki, at least 200,000 shares to Mr Sławomir Kiszycki, at least 100,000 shares to Mr Krzysztof Mikołajczyk and at least 100,000 shares to Mr Adam Poliński.
  6. The eligible members of the Management Board of Unidevelopment S.A. [provided that the allocation criteria are met jointly] will be offered for at least 600,000 shares of UNIBEP S.A. for the assessment year 2022, including at least 210,000 shares to Mr Zbigniew Gościcki, at least 130,000 shares to Ms Ewa Przeździecka, at least 130,000 shares to Mr Mirosław Szczepański, at least 130,000 shares to Mr Mariusz Przystupa.

Investor relations

A key element of Unibep S.A.’s effective functioning as a listed company is professional communication with capital market stakeholders, and building and maintaining an appropriate information policy is an area of investor relations activities. Market participants may have different expectations and the role of investor relations is to provide current and potential investors with an objective view of the Company’s activities, including its financial position, and to enable equal access to information. The way this communication is shaped has a major impact on the value of the Company, as access to information plays a decisive role in making informed investment decisions.

 

In order to ensure reliable communication with investors and analysts, Unibep S.A. provides users with its corporate website, which includes the “Investor Relations” site that is updated on an ongoing basis. Active communication with the market takes place through the organisation of various conferences, including those summarising financial performance, as well as through participation in conferences and roadshows organised by professional capital market institutions and direct meetings with representatives of Polish financial institutions.

 

Aiming to ensure the highest standards in the area of investor relations, representatives of Unibep SA represented the Company in 2021 at domestic conferences organised by professional capital market institutions, participated in meetings with representatives of financial institutions and capital market institutions.

 

In order to ensure equal access to information for investors and analysts, the Company provides users with it corporate website which includes the “Investor Relations” site. As part of the improvement of investor service, Unibep SA intends to improve and develop investor relations communication tools in 2022.

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