BANCA TRANSILVANIA S.A. Romanian joint-stock company ...

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other document required or permitted to be taken or executed by the Issuer under the Tranche ABonds Subscription Agreement, the Prospectus, any of the relevant Bonds Agreements to whichthe Issuer is a party signatory, and the authenticated specimen signature of each such person;(q) the Issuer shall have delivered to the Tranche A Purchaser evidence of an appointment ofan agent for service of process required under the Tranche A Bond Subscription Agreement;.(r) the legal fees and expenses of the legal counsel shall have been paid by the Issuer, orother arrangements, satisfactory to the Tranche A Purchaser, shall have been made for theprompt payment thereof by the Issuer.Termination. (a) The Tranche A Purchaser may, by notice to the Issuer, terminate thisTranche A Bond Subscription Agreement before its subscription in the Primary Offer(i) if any of the April 2012 EGMS Resolution, October 2012 EGMSResolution or the Board Resolution of February 26, 2013 is challenged;(ii)(iii)(iv)if there shall have come to the notice of the Tranche A Purchaser anymaterial breach of, or any event rendering untrue or incorrect in anyrespect, any of the warranties and representations contained in the TrancheA Bonds Subscription Agreement, the Prospectus, or in any of the BondsAgreements, or any of the documents related to any thereof, or any failureto perform any of the Issuer’s undertakings or agreements in thisAgreement, the Prospectus, or any Bonds Agreement, or any of thedocuments related to any thereof;if any of the conditions specified in the Tranche A Bonds SubscriptionAgreement, the Prospectus, or in any of the Bonds Agreements, or any ofthe documents related to any thereof, have not been satisfied or met to thesatisfaction of the Tranche A Purchaser by the start of the Primary OfferPeriod unless previously waived by the Tranche A Purchaser; orif subscription of the Tranche A Bonds has not occurred within onecalendar year after the date of the Tranche A Bonds SubscriptionAgreement.(b) The Tranche A Purchaser or the Issuer may, each by notice to the other, terminatethe Tranche A Bond Subscription Agreement at any time before subscription, if in the opinion ofthe Tranche A Purchaser or the Issuer, as the case may be, there shall have occurred a materialadverse effect, any national or international calamity or development, crisis of a political oreconomic nature, or change in the money or capital markets in which the Tranche A Bonds arebeing offered, In the event that any party terminates this Agreement pursuant to this clause, theIssuer or the Broker (as the case may be) undertakes to inform the investors to which theProspectus is addressed that the subscriptions for the Bonds shall not be validated and settled ifthe success condition in the Prospectus is not met.126
In case of termination of the Tranche A Bonds Subscription Agreement as provided above, theTranche A” purchaser shall not have a right to subscribe to the Tranche B Bonds.127
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Interest expense -921,954 -897,963
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Placements with banks 1,059,394 566
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activities".B.16 To the extent know
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Subject to the provisions laid down
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(assuming that there is no conversi
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after the close of the Pre-emptive
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Tranche A Bonds to Tranche B Bonds.
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“Lead Manager”,"Broker" or "BTS
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estructuring, liquidation, dissolut
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"PrimaryOffer Period""Reference Pag
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I. REGISTRATION DOCUMENT1. LIABLE E
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Distributable to:Equity holders of
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pace under the current market condi
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OWN FUNDS LEVEL II 203 154 78 48 36
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The table below presents the struct
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1-3 years 810,462 16%3-5 years 549,
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macro-economical environment is sti
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• creation and constant maintenan
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Banca Transilvania’s strategy for
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y a low level of liquidity. Further
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investment will have on the potenti
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5. INFORMATION ABOUT THE ISSUERHist
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solution. This client service appro
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anches (I+II)CREDITCOOP 796,3 0,2 8
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After temporary downward pressure o
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company proposes financing solution
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Until December 31, 2011 the units h
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ORGANISATIONAL CHART OF BANCA TRANS
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8. INFORMATION ON TRENDS8.1. Statem
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Mr. Peter Morris Franklin was born
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Doca Nevenca ZorancaRelationsExecut
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ecomes the Head of the Arbitration
Page 75 and 76: • Providing means of open communi
Page 77 and 78: Technical Committee for the Managem
Page 79 and 80: manager for SME loans/ designated s
Page 81 and 82: 11. MAIN SHAREHOLDERSAs at 30.12.20
Page 83 and 84: LeiLeiInterest income 1.856.372 1.8
Page 85 and 86: LiabilitiesDeposits from banks 251.
Page 87 and 88: contributionDistribution to statuto
Page 89 and 90: Consolidated cash flow statementFor
Page 91 and 92: Less accrued interest -2.019 -3.588
Page 93 and 94: Tangible assets 275.174 266.586 1,0
Page 95 and 96: According to the Articles of Associ
Page 97 and 98: II. BONDS TERMS AND CONDITIONS1. BA
Page 99 and 100: The Bonds are direct, unconditional
Page 101 and 102: payments accrued and unpaid have be
Page 103 and 104: Agent to the Bondholders registered
Page 105 and 106: marketV d is the number of Shares t
Page 107 and 108: 7. NoticesExcept as otherwise provi
Page 109 and 110: Bond Registry in accordance with th
Page 111 and 112: In accordance with the Agreement da
Page 113 and 114: Bank for the benefit of the Bondhol
Page 115 and 116: e returned to the subscribers in 10
Page 117 and 118: Bonds may be subscribed during the
Page 119 and 120: 12. IFC• A copy of the Romanian L
Page 121 and 122: The Offer is considered successfull
Page 123 and 124: ANNEX 1Conditions of the Tranche A
Page 125: (i) the Tranche A Purchaser shall h
Page 129 and 130: (xii) a Foreign Currency Maturity G
Page 131 and 132: agenda the election of the members
Page 133 and 134: (f) the creation, issue, sale, and
Page 135: ANNEX 4Conversion Notice FormTo:BAN
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BANCA TRANSILVANIA S.A. Romanian joint-stock company ...

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