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Greenberg Traurig advised CCC S.A. on a New Share Offering

WARSAW - May 7, 2020Greenberg Traurig acted as legal counsel to CCC S.A. (listed on the Warsaw Stock Exchange, the largest shoe manufacturer and retailer in Central Europe and one of the largest shoe manufacturers in Europe) and to its main shareholder in the process of issuing and offering 13.7 million new shares, allowing CCC S.A. to raise more than PLN 500 million.

CCC S.A. offered 13.7 million new shares to its shareholders in two series: Series I (soon to be listed on the WSE) and Series J (registered shares which will be listed on the WSE at the earliest in 12 months). Concurrently with the offering, CCC S.A.’s main shareholder Dariusz Miłek decided to sell more than PLN 2 million worth of CCC S.A.’s existing shares already in WSE free-float, in order to invest the proceeds back into CCC S.A. by acquiring all Series J shares. Institutional investors will acquire more than PLN 8.9 million worth of CCC S.A.’s free float, whereas a company controlled by Dariusz Miłek will acquire 6.85 million Series J shares, allowing Dariusz Miłek to maintain his share of votes in the company despite the issuance of the new shares.

CCC S.A. intends to use the proceeds of the issue to fund its working capital, in particular to pay for the procurement of the Autumn/Winter 2020 collection. Obtaining additional capital by issuing the new shares was also an element of a CCC S.A.’s response to the market turmoil caused by the COVID-19 outbreak and the closure of retail stores, which represent a very important sales channel for CCC S.A.

The CCC S.A. offering took the form of a public offering exempted from the obligation to publish an issue prospectus. Greenberg Traurig advised, in particular, on the legal structure of the entire process, preparation and negotiation of the transaction documentation – from draft General Meeting resolutions to corporate disclosures, the placement agreement with the financial institutions involved in the offering, and subscription agreements with the investors acquiring the shares. Greenberg Traurig also advised on the registration, dematerialization and the admission of the new shares to trading on the Warsaw Stock Exchange.

“The successful offering of the CCC shares is the culmination of the very intensive efforts of the Company and its advisors in the last few weeks. We have succeeded in closing the very first transaction of this kind on the Polish capital market – one driven directly by COVID-19 related circumstances and accomplished within an extremely tight timeframe, despite the severe restrictions. We believe that the Polish capital market, even in the current situation, can still be an attractive place to obtain capital, and the pandemic-related restrictions are not an insurmountable obstacle to succeeding on other projects of a similar magnitude,” said Jarosław Grzesiak, Managing Partner of the Greenberg Traurig Warsaw Office who supervised the team of Greenberg Traurig attorneys working on the deal.

The Greenberg Traurig team also included: Partners Rafał Sieński and Paweł Piotrowski, Senior Associate Agata Wiśniewska and Associates Tomasz Szekalski and Michał Bałdowski. Legal advice on U.S. and English law was provided by Greenberg Traurig London Office Partners – Dorothee Fischer-Appelt and James Mountain.

Greenberg Traurig LLP

Greenberg Traurig, LLP is an international, multi-practice law firm with approximately 2200 attorneys serving clients from 41 offices in the United States, Latin America, Europe, Asia, and the Middle East.

Greenberg Traurig Grzesiak sp.k. was named the 2019 and 2018 Most Innovative Law Firm of the Year Award for Poland by International Financial Law Review (IFLR) and the 2017 Law Firm of the Year in Poland by Chambers and Partners. The Warsaw office of Greenberg Traurig, LLP provides legal services to clients in Central Europe and beyond and consists of approximately 100 lawyers. Team members are regularly recognized as leaders in numerous practice areas. Chambers Global, Chambers Europe, IFLR1000 and EMEA Legal 500 consistently rank them among the top tiers the areas of Corporate/M&A, Capital Markets, Real Estate, Private Equity, Tax, Banking and Finance, Project Finance, Energy, Dispute Resolution and TMT.

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