Please be informed that in accordance with the provisions of Article 2.101(1) of the Civil Code of the Republic of Lithuania and Article 65(1) of the Law of the Republic of Lithuania on Public Limited Companies the terms and conditions for the reorganisation of the following public limited liability companies have been drawn up.
The company reorganised: limited liability company Petrašiūnų katilinė, company registration number 304217723, VAT payer code LT100010065618, registered headquarters address R. Kalantos g. 49, Kaunas, Republic of Lithuania, authorised capital EUR 231,696.00, data whereof are collected and stored in the Register of Legal Entities of the Republic of Lithuania, hereinafter referred to as the AB Petrašiūnų katilinė.
The company taking part in the reorganisation: limited liability company Kauno energija, company registration number 235014830, VAT payer code LT350148314, registered headquarters address Raudondvario pl. 84, Kaunas, Republic of Lithuania, authorised capital EUR 74,475,728.82, data on which are collected and stored in the Register of Legal Entities of the Republic of Lithuania, hereinafter referred to as the AB Kauno energija.
The above-mentioned companies shall be reorganised by way of merger by merging AB Petrašiūnų katilinė, which after the reorganisation will cease as a legal entity, with AB Kauno energija, which after the reorganisation will continue under the same name – AB Kauno energija, and to which, as of the date following the date after the entry into force of the vertificate of transfer-acceptance, the property, rights and obligations of AB Petrašiūnų katilinė, as well as the rights and obligations arising under the transactions, shall be transferred and the transactions shall be included into the books of AB Kauno energija. The authorised capital, the value of shares, the number of shares, the objectives and object of the company's activities, the company's bodies and their competences will remain unchanged in AB Kauno energija, which will continue after the reorganisation.
The terms of the reorganisation, the new wording of the Articles of Association of AB Kauno energija which will continue after the reorganisation, the sets of the last 3 (three) annual financial statements and the annual reports of the companies involved in the reorganisation are available from the date of publication of this notice until the date of completion of the reorganisation on the websites of AB Kauno energija and AB Petrašiūnų katilinė respectively at www.kaunoenergija.lt and www.kaunoenergija.lt/ab-petrasiunu-katiline, also at www.nasdaqbaltic.com, or at the companies' offices on weekdays between 8:00 and 14:00, respectively, at the address Raudondvario pl. 84, Kaunas (AB Kauno energija) and R. Kalantos g. 49, Kaunas (AB Petrašiūnų katilinė).
The terms of the reorganisation (including their annexes) are attached as annex to this notice and the annual accounts are available for familiarisation in accordance with the procedures set out in this Notice.
Loreta Miliauskienė, Head of the Economics Department, tel. +370 37 305 855