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CURRENT REPORT No. 26/2013
Date of preparation: 4 February 2013
Subject:
Significant agreement
Legal basis: Article 56 paragraph 1 item 2 of the Act on Public Offering - current and periodic
information
Contents of the report:
The Management Board of Colian SA announces that on 4 February 2013 a loan agreement was
signed (the "Agreement") between its subsidiary Colian Sweet sp. z o.o., with its registered office in
Opatówek, (address: ul. Zdrojowa 1, 62-860 Opatówek, Poland), entered in the register of entrepreneurs
of the National Court Register kept by the Poznań District Court for Nowe Miasto and Wilda, 9th
Commercial Division of the National Court Register (KRS) with KRS registration number 0000445636,
NIP [tax identification number] 9680972964 REGON [National Official Business Register number]
302317364, with a fully paid-up share capital of PLN 5.000 (the "Investor") and BRE BANK S.A., with
its registered office in Warsaw (address: ul. Senatorska 18, 00-950 Warszawa, Poland), entered in the
register of entrepreneurs of the National Court Register kept by the District Court for the capital city of
Warsaw, 12th Commercial Division of the National Court Register (KRS), KRS registration number
0000025237, NIP [tax identification number] 5260215088 and REGON [National Official Business
Register number] 001254524, with a fully paid-up share capital of PLN 168,555,904 (the "Bank").
Under the terms of the Agreement the Bank is to provide the Investor with:
• a term loan of PLN 70,000,000 to be repaid by 4 February 2018 with one year grace period to finance
the acquisition of shares in the company Firma Cukiernicza "Solidarność – rok założenia 1952" spółka z
ograniczoną odpowiedzialnością [limited liability company] with its registered office in Lublin ("FC
Solidarność");
• a revolving operating credit facility for PLN 10,000,000 for the financing of the Investor's or FC
Solidarność's working capital and general corporate purposes.
The Bank's debt claims arising from or in connection with the Agreement will be secured on the assets
and shares of the Investor and FC Solidarność and furthermore such claims will be secured with a
guarantee from the company Jutrzenka Colian sp. z o.o.
The agreement allows the Investor to cancel both loans and it also determines conditions for its earlier
repayment as specified under the Agreement, including but not limited to the scenario where the Investor
does not take over enough shares in FC Solidarność to give the Investor the right to exercise at least 80%
of the total number of voting rights at general meetings of the company.
The interest rate for each payment in each interest period will correspond to the per annum interest rate
equal to the sum of the margin and the WIBOR rate (Warsaw Interbank Offered Rate).