Current Report 29/2015
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.
The Management Board of INPRO S.A. (the "Company") with its registered office in Gdańsk informs that on 29 June 2015 the Company signed with a related entity, Hotel Mikołajki Sp. z o.o., a memorandum of understanding concerning the costs of establishment of a legal security for the repayment of credit, such a security being in the form of a surety under civil law granted by INPRO S.A. to Hotel Mikołajki.
The surety in question, described in current report No. 27/2015 of 26/06/2015, is a legal security for the repayment of investment credit under agreement No. 59 1020 1811 0000 0796 0048 7611 of 05/09/2011 as amended, on the basis of which the Bank granted Hotel Mikołajki a credit in the amount of PLN 36,214,000.00 for the partial financing of the construction of the hotel and apartment complex in Mikołajki.
On the basis of the memorandum of understanding, in consideration of granting by INPRO S.A. of the credit agreement security in the form of a surety for the liabilities of Hotel Mikołajki Sp. z o.o., INPRO S.A. is entitled to remuneration at 0.3% per annum of the value of the credit debt as at the last day of the year preceding the calendar year for which the fee is due. In the case of the first period in which the surety is effective, that is from 25/06/2015 to 31/12/2015, the remuneration is calculated pro rata to the actual number of days of the operation of the surety, and the basis for the calculation is PLN 25,517,303.81. The above-mentioned memorandum of understanding has been effective since 25/06/2015 until the full repayment of the credit liability.
The remuneration will be paid on the basis of a VAT invoice issued by INPRO S.A. at the end of each calendar year.
The memorandum of understanding does not contain other special conditions deviating from those commonly used in agreements of that kind or provisions pertaining to penalties, whose value would exceed 10% of the value of that agreement or the equivalent of 200,000 euros expressed in zlotys.
INPRO S.A. holds 100% of shares in Hotel Mikołajki Sp. z o.o.
The Company considers the above-mentioned memorandum of understanding to be a significant agreement because its value, together with the other agreements signed with Hotel Mikołajki Sp. z o.o., exceeds 10% of INPRO's equity.
During the last 12 months INPRO S.A. signed agreements for the total amount of PLN 77,600,939.21 with Hotel Mikołajki Sp. z o.o.
The agreement described in current report No. 40/2014 of 7 November 2014 has the greatest value among those concluded within the last 12 months.
In conformity with information in report No. 40/2014, INPRO S.A. signed with a related entity, Hotel Mikołajki Sp. z o.o., annexe No. 3 to agreement No. 4359/2011 of 01/08/2011 for the construction, in the main contracting system, of the Hotel and Apartment Complex in Mikołajki, at Okrężna street and on the Birds' Island. The annexe was concluded following arrangements between the parties about the reduction of the substantive scope of the agreement by way of exclusion from that scope of the works consisting in the redevelopment by the Company of Aleja Spacerowa in Mikołajki. In accordance with the provisions of Annexe No. 3, the following provisions of the agreement were amended:
1) the Contractor's i.e. INPRO S.A.'s remuneration in relation to the works was reduced by the net amount of PLN 195,999.99 net,
2) moreover, in relation to the reduction of the scope of the works, the Contractor's i.e. INPRO S.A.'s remuneration in relation to the performance of the Main Contractor's obligations was changed, namely such remuneration was reduced by the amount of PLN 2,940.00 zlotys net,
3) the Contractor's i.e. INPRO SA's total remuneration in relation to the performance of the Agreement (both for the works and in relation to the performance of the Main Contractor's duties) after signing annexe No. 3 is PLN 70,985,745.44 zlotys net.
The agreement does not contain other special conditions deviating from those commonly used in agreements of that kind or provisions pertaining to penalties, whose value would exceed 10% of the value of that agreement or the equivalent of 200,000 euros expressed in zlotys.
The Company considers the above-mentioned agreement to be significant because its value exceeds 10% of INPRO's equity.
Detailed legal grounds: § 5 par. 1 item 3 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information submitted by the issuers of securities and on the conditions for regarding information required by the law of a non-member state as equivalent (Dz. U. [Journal of Laws] of 2009, No. 33, item 259 of 28 February 2009, as amended).
Legal grounds: Article 56 par. 1 item 2 of the Public Offering Act – current and periodic information