Current Report No. 2/2016 dated 15 January 2016
Accession to the Senior Term, Capex and Overdraft Facilities Agreement by subsidiary of Wirtualna Polska Holding S.A.
Legal basis: Article 56 sec. 1 item 2 (a) of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies.
Contents of the report:
The Management Board of Wirtualna Polska Holding S.A. (“Company”) hereby announces that on 15 January, 2016 subsidiary of Company, i.e. Enovatis S.A. with its registered seat in Gdańsk, have entered the Senior Term, Capex and Overdraft Facilities Agreement (“Agreement”) to refinance indebtedness, finance capital expenditures and acquisitions and overdraft facility concluded on March 24, 2015 between Grupa Wirtualna Polska S.A. with its registered seat in Warsaw (previously Grupa Wirtualna Polska sp. z o.o.) (“GWP”) as the borrower and Company and WP Shopping sp. z o.o. with its registered seat in Warsaw as the primary guarantors and mBank S.A. with its registered seat in Warsaw and ING Bank Śląski S.A. with its registered seat in Warsaw (“Creditors”) in the amount of PLN 279.500.000.
The Additional Guarantors have established the following securities for Creditors to fulfill the obligations of the Agreement:
1. registered pledges on items and rights
2. financial and registered pledges on bank accounts with power of attorney to those bank accounts
3. declaration on submission to enforcement in accordance with article 777 of the Polish Civil Procedure Code
4. establish mutual guarantee the repayment of debt under the Agreement
5. subordination agreement intercompany’s receivables from loans with transfer the rights to protection from intercompany's loan agreements
6. assignment of receivables from insurance agreements and significant commercial agreements/contracts
The Company gave a detailed information about the Agreement in the prospectus of the Company approved by the Polish Financial Supervision Authority on 10 April 2015.
The value of the Agreement, to which Additional Guarantors have entered, exceeds 10% of the equity of the Company (the Issuer).
Legal basis: Article 56 sec. 1 item 2 (a) of the Act dated 29 July 2005 on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies in conjunction with § 5 sec. 1 item 3 of the Regulation issued by the Council of Ministers on 19 February 2009 on the Current and Periodic Information Transmitted by Securities Issuers and the Conditions for Recognizing the Information Required by the Regulations of a Non-Member State as Equivalent
Signatures of the individuals representing the Company:
Jacek Świderski – President of the Management Board/Chief Executive Officer
Elżbieta Bujniewicz – Belka – Member of the Management Board/Chief Financial Officer