RB nr 45/2006

Legal basis: § 5 subpar. 1 pt. 1 of RO and § 7 of RO

The Management Board of MCI Management SA informs that on November 14, 2006 the portfolio company CCS SA owned in 87.76% by the fund issued 21,276 3-year registered bonds convertible into the company’s shares series “K” with the total value of PLN 5,999,832. The bonds were taken up by financial investors who purchased 17,684 bonds with the value of PLN 4,986,888. The remaining bonds were purchased by the representatives of the management and employees of CCS SA Group, taking up 3,592 bonds with the value of PLN 1,012,944.
The financial means generated from the issue of the bonds enabled CCS SA to carry out acquisition of Microtech International Ltd Sp. z o.o. with its subsidiary – Softechnik Sp. z o.o. On November 14, 2006 CCS SA purchased 444 shares (100% of the share capital) with the nominal value of PLN 500.00 of Microtech. The amount of transaction was PLN 4,500,000 that is on average PLN 10,135.14 per share. Additionally on the basis of the investment agreement and the resolution of the General Assembly of the Shareholders of CCS SA, within the consolidation activities, the shareholders of Microtech shall acquire in total 8,508 newly issued ordinary registered shares series “J” of CCS SA, with the nominal value of PLN 47.50 for PLN 500,015.20, which shall correspond to 12% in the increased share capital of CCS SA. After making those transactions MCI Management SA shall hold 77.23% of the shares of CCS SA Group.
The remainder of the amount from the issue of bonds shall improve the financial liquidity of the company as well as enable making necessary pro-growth investments.
The consolidation within the CCS Group shall enable the creation of a strong IT group – regional leader, making use of the synergies existing between the companies, operating in the scope of innovative IT technology and offering the customers from the sector of medium-sized and large enterprises safe information and teletechnical solutions. The idea of creating a large Lower Silesian company integrating various areas of activity such as: information technology, automation, computer networks, communication in networks, etc. based to a large degree on scientific staff and graduates of Wrocław universities is a very innovative undertaking.
The successful issue of the company’s bonds with the transaction of purchase of Microtech, within the pre-IPO process, constitutes the end of the first stage of the preparation of the company for going public at the Warsaw Stock Exchange planned for 2007. MCI is expecting a dynamic growth of CCS Group and a strong position of the company among sellers of innovative products and services based on modern IT technologies which by being attractive for the customers of CCS shall enable the shareholders and investors to generate above-average profits.
The Management Board of CCS SA expects that the consolidated pro forma results of CCS Group for 2006 shall reach the profit of PLN 43.94 million and net profit of PLN 2.29 million. According to the forecast for 2007 CCS Group shall reach the consolidated net profit of PLN 3.02 million with PLN 59.4 million of revenues.
Computer Communication Systems SA was found in 1991. It carries out complex IT projects from consulting and design through implementations to system maintenance. The specific operations of CCS SA, consisting in leading individualized projects, each time customized for the needs and requirements of the customers, builds a strong position of the company in the area of communications solutions and integration of systems.
Since 1990 Microtech International Ltd Sp. z o.o. has been successfully operating in the areas of automation of technological processes, professional electronics and special applications, including radar techniques and integration of teletechnical, audiovisual and teleinformation systems. Microtech cooperates internationally designing and implementing innovative research and implementation projects in the European programs such as EUREKA, 6FP (VI Frame Program,) 7 FP and other, creating consortia with large global concerns. Microtech has a subsidiary Softechnik Sp. z o.o. (in the process of merging both entities), found in 1990 whose primary products and services on the offer in the area of automation, optimization and information technology of production are provided for heating industry.