Long-term bank loan contract for the purchase of shares of Elkomtech SA and the contract of register pledge concluded
On 19th March 2014 Apator SA („Issuer”) concluded long-term bank loan contract with Bank Handlowy w Warszawie SA („Bank”). The contract regards the granting of the bank loan up to the amount of PLN 100 m that will be allocated for financing of the acquisition of 100% shares of Przedsiębiorstwo Wdrożeń Postępu Technicznego Elkomtech SA („Elkomtech”) with headquarters in Łódź.
The bank loan was granted for the period of five years and it will be repaid since 31.12.2014 in nine semi-annual capital instalments. The interest on the bank loan is being established pursuant to variable interest rate equal WIBOR interest rate for six month deposits increased by annual margin in amount of 0,7%. The calculation of interest and its payment will be made quarterly.
In the long-term ban loan contract the following hedging was established:
- register pledge to the highest hedging amount of PLN 60 m established for 1,8 million own shares of the Issuer being in possession of the subsidiary - Apator Mining Sp. z o.o. (in case of the decrease of the value of pledged shares below PLN 45 m and its lasting for the following 14 calendar days, the Issuer will be obligated to agree additional hedging with the Bank),
- register pledge for 100% shares of Elkomtech,
- mortgage to the amount of PLN 40 m for the property of the Issuer located in Ostaszewo with the assignment of rights from insurance policy,
- register pledge of fixed assets to the amount of PLN 15,6 m with assignment of rights from insurance policy,
- civil code warranty of Apator Powogaz SA to the amount of PLN 100 m.
As it regards the obligations resulting from the long-term contract, the Issuer made the declaration of submission to enforcement including the highest one of the value to the amount of PLN 120 m.
The long-term contract does not include the conditions that are different to commonly used in bank loan contracts. It also does not include provisions regarding liquidated damages and other significant reservations concerning the condition or term.
On 18th March 2014 subsidiary - Apator Mining sp. z o.o. and the Bank concluded the register pledge contract of the highest hedging to the amount of PLN 60 m for 1,8 million own shares of the Issuer being in its possession.
The Issuer has in subsidiary - Apator Mining sp. z o.o. 100% shares.
Data regarding shares being the subject of the register pledge contract:
- ordinary bearer shares of the Issuer quoted on Warsaw Stock Exchange,
- nominal value of one share – PLN 0, 1, total nominal value of 1, 8 million shares – PLN 180 000,
- book value of 1, 8 million shares as at 31.12.2013 – PLN 66, 0 m.
The criteria of magnitude of the contracts:
- bank loan contract has been considered as significant one due to the exceed of 10% equities of the Issuer,
- register pledge contract regards significant assets (shares) that value exceeds 10% of equities of the Issuer.
There are no connections between the persons in management or supervisory bodies of the Issuer and persons in management of the Bank.
(i) §5 para 1 point 1 of the Regulation of Minister of Finance dated 19th February 2009 regarding current and regular information being transferred by the issuers of securities and conditions to be considered as equivalent information required by law of the country not being the member of the EU (Dz.U.33 item 259 with later amendments).
(ii) §5 para 1 point 3 of the Regulation of Minister of Finance dated 19th February 2009 regarding current and regular information being transferred by the issuers of securities and conditions to be considered as equivalent information required by law of the country not being the member of the EU (Dz.U.33 item 259 with later amendments).
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