Current Report 20/2018
Only the Polish version of this document is legally binding.
This translation is provided for information only.
Every effort has been made to ensure the accuracy of this publication.
Further to current reports No. 13/2018 of 12 June 2018, No. 18/2018 of 18 June 2018 and No. 19/2018 of 22 June 2018, the Management Board of INPRO Spółka Akcyjna with its registered office in Gdańsk ("INPRO", the "Spółka" ) informs that today i.e. 29 June 2018 the management board of the Company's subsidiary, Hotel Mikołajki Sp. z o.o ( "Hotel Mikołajki") obtained consent from the bank financing the construction of the hotel facility in Mikołajki, i.e. Powszechna Kasa Oszczędności Bank Polski SA with its registered office in Warsaw ("PKO BP,", the "Bank") to a change of the provisions of credit agreement No. 59 1020 1811 0000 0796 0048 7611 of 05/09/2011, as amended, in relation to the conclusion of the conditional lease agreement ("the Agreement") on 22 June 2018 by Hotel Mikołajki with Dobry Hotel Mięczkowski Spółka komandytowa with its registered office in Sopot ("Dobry Hotel"), under which Agreement Dobry Hotel Mięczkowski Spółka komandytowa with its registered office in Sopot will lease the hotel facility in Mikołajki from Hotel Mikołajki Sp. z o.o. (the "Transaction").
In the Lease Agreement, the Parties stipulated a condition causing the termination of the Agreement if, by 30 June 2018, Powszechna Kasa Oszczędności Bank Polski S.A. does not give consent to the Transaction.
The consent obtained from PKO BP today to the transaction is a conditional consent i.e. it obligates Hotel Mikołajki to meet the following obligations:
- Establishing by Hotel Mikołajki Sp. z o.o. of a mortgage for PKO BP SA on the land and mortgage register kept for the plot at which the hotel car park is located,
- Establishing a conditional assignment of rights and claims for PKO BP SA under the Lease Agreement for the property (the suspensory condition: the Bank's statement and written information on the violation of the conditions of the credit agreement to the Borrower),
- Opening by Hotel Mikołajki Sp. z o.o. of a blocked rent account ("RWW Czynsz”), to which proceeds from the lease agreement will be transferred, and from which funds will be earmarked for:
a) first of all, the servicing of a debt in relation to the above-mentioned investment credit,
b) surpluses (after the monthly credit instalments have been paid) will be transferred upon the Borrower's request to the current account following the check by PKO BP that the investment credit agreement has not been violated,
- Payment by Dobry Hotel Mięczkowski Spółka Komandytowa with its registered office in Sopot of a deposit to the blocked separate revenue account ("RWW Kaucji"),
- Assignment of claims by Dobry Hotel Mięczkowski Spółka Komandytowa with its registered office in Sopot under the Tenant's insurance policy to PKO BP,
- Assignment of claims by Dobry Hotel Mięczkowski Spółka Komandytowa with its registered office in Sopot under the bank guarantee (issued by a bank other than PKO BP SA) or under the insurance guarantee (concluded with an insurance company agreed with PKO BP SA) issued to the Tenant,
- Change of the rules for the calculation of the DSCR for Hotel Mikołajki adapted to a change of the way of operation.
In its decision, PKO BP SA gave the deadline for the conclusion of an appendix to the credit agreement introducing the above-mentioned changes, i.e. 31/07/2018.
Dobry Hotel Mięczkowski Spółka komandytowa with its registered office in Sopot also confirmed today that the above-mentioned conditional consent from the Bank is treated as an expression by the Bank of consent to the conclusion of the Agreement and does not cause the expiry of the Agreement on the basis of the stipulated condition.
The information above has been classified by the Company as confidential due to the significant importance of the Transaction for Hotel Mikołajki Sp z o.o. as INPRO's subsidiary, in particular with regard to a change of the nature and profile of its activity, now consisting in hotel activity, to the lease of own assets by Hotel Mikołajki.
Detailed legal grounds: Article 17 par. 1 of the Regulation of the European Parliament and of the Council (EU) No 596/2014 of 16 April 2014 on market abuse (the market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (also referred to as the MAR)