2018 Current Reports EN

13/2018 Conclusion of a Final Sale Agreement Rights to perpetual usufruct of a real estate owned by a subsidiary of the Issuer 18 Gaston Investments sp. z o.o. sp. k..

The Management Board of CPD SA (“Issuer”) informs that the subsidiary of Issuer 18 Gaston Investments sp. z o.o. sp. k., with its registered office in Warsaw (the “Company”) 29th of March 2018 concluded final agreement for the sale of the perpetual usufruct right to the real property comprising plot no. 148/2, no. 2-09-09 with an area of ​​837 m2, located in Warsaw, Ursus District, near ul. Traktorzystów (“Agreement”) for Ronson Development – City 3 Sp. z o.o. Sp. K. ( “Purchaser”).

A precondition for the conclusion of final sale agreement was the failure of the President of the Capital City of Warsaw to, the right of first refusal to this property and land plot no. 98/1 till 23rd of March of 2018. In connection with the fact that the President of Capital City of Warsaw did not use the above right, the condition is considered fulfilled.

The selling price of perpetual usufruct right has been set for PLN 3 million net + VAT due (“Price”).

The remaining provisions of the Agreements concluded by the Seller do not differ from the standards commonly applicable to this type of contracts.

 

Legal basis:

Article 17 para. 1 in zw. from art. 7 par. 1 a), para. 2 and 4 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) repealing Directive 2003/6 / EC of the European Parliament and of the Council and Commission Directive 2003 / 124 / WE, 2003/125 / EC and 2004/72 / EC (“MAR Regulation”) in connection with art. 2 and 3 of Commission Implementing Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to technical conditions for the proper public disclosure of confidential information and delaying the disclosure of confidential information in accordance with Regulation of the European Parliament and of the Council (EU) No. 596/2014 in conj. from art. 70 point 1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies. This current report contains confidential information within the meaning of art. 7 of the MAR Regulation.

Signatures of persons representing the Company:

Elżbieta Wiczkowska, President of the Board, 29th of March 2018

12/2018 Conclusion of Final Sale Agreement Rights to perpetual usufruct of a real estate owned by a subsidiary of the Issuer IMES Poland sp. z o.o.

The Management Board of CPD SA (“Issuer”) informs that the subsidiary company of the Issuer IMES Poland sp. z o.o., with its registered office in Warsaw (“Company”) 29 March 2018 concluded final agreement for sale of the right of perpetual usufruct of the real property consisting of plot No. 98/1, 2-09-09 with an area of ​​4,244 m2, located in Warsaw, Ursus District, near Gierdziejewski Street (“Agreement”) to Ronson Development – City 3 sp. z o.o. sp. k. (“Purchaser”).

The condition for the conclusion of final sale agreement was the failure of the President of Capital City of Warsaw to the right of first refusal to this property and land plot no. 148/2 till 23rd of March of 2018. In connection with the fact that the President of Capital City of Warsaw did not use the above right, the condition is considered fulfilled.

The sale price of right of perpetual usufruct of the property has been determined for amount of PLN 4 million net + VAT tax due (“Price”).

The remaining provisions of the Agreements concluded by the Seller do not differ from the standards commonly applicable to this type of contracts.

 

Legal basis:

Article 17 para. 1 in zw. from art. 7 par. 1 a), para. 2 and 4 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) repealing Directive 2003/6 / EC of the European Parliament and of the Council and Commission Directive 2003 / 124 / WE, 2003/125 / EC and 2004/72 / EC (“MAR Regulation”) in connection with art. 2 and 3 of Commission Implementing Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to technical conditions for the proper public disclosure of confidential information and delaying the disclosure of confidential information in accordance with Regulation of the European Parliament and of the Council (EU) No. 596/2014 in conj. from art. 70 point 1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies. This current report contains confidential information within the meaning of art. 7 of the MAR Regulation.

Signatures of persons representing the Company:

Elżbieta Wiczkowska, President of the Board, 29 March 2018

11/2018 Establishment of warranties

Management Board of CPD S.A. (hereinafter the “Company”) hereby announces that the Company and its subsidiaries companies granted warranties as a result of the Agreement on a revolving credit for financing construction signed 26 February 2018, between Ursa Park Smart City spółka z ograniczoną odpowiedzialnością spółka komandytowa which is the Company’s subsidiary and Bank Millennium S.A. (hereinafter “the Agreement”), and under the Agreement Ursa Park Smart City spółka z ograniczoną odpowiedzialnością sp.k. was granted the revolving credit in the amount of PLN 25.000.000 to finance the maximum level of investment costs in the amount of 42,954,660.00,designated to finance the Construction of a multi-family housing project Ursa Park Smart City Stage II at the junction of Dyrekcyjna and 48 KD-D streets in Warsaw, in the district of Ursus. The investment project is the result of the cooperation between CPD S.A. and Unidevelopment S.A.

Repayment security for the debts to the Bank’s claimsarising from the Agreement are as follows:

1)     mortgage up to the amount of PLN 40,000,000.00 (with top priority) for the Bank, on the property being the site of the Development Project, owned by the Borrower, situated in Warsaw, identified in the Land and Mortgage Register no. WA1M/00283121/5, kept by the District Court for Warsaw-Mokotów in Warsaw, 13th Division for Land and Mortgage Registers, with assignment of rights under insurance agreement for buildings erected on the property and built as a part of the Development Project against fire and other accidents (following completion of construction works, for an insured amount at least equal to the credit amount);

2)     the Borrower’s statement on submission to enforcement in the manner defined in Article 777 §1.5 of the Civil Code directly under such deed and from all their assets should they be in default with payment of any cash sums due to the Bank as liabilities under this Agreement as amended from time to time, up to the maximum amount of PLN 40,000,000.00;

3)     registered pledge with an ordinary pledge as a transitional security on all the rights and obligations of the General Partner: Smart City sp. z o.o. in connection with the contribution made in the nominal amount of PLN 1,000,000 to the Borrower’s company;

4)     statement of Smart City sp. z o.o. on submission to enforcement by the Bank in the manner defined in Article 777 §1.6 of the Civil Code directly under such deed up to the maximum amount of PLN 40,000,000.00 from the pledged assets to satisfy the cash liability due to the Bank under this Agreement as amended from time to time, ;

5)     registered pledge with an ordinary pledge as a transitional security on all the rights and obligations of the Limited Partner: Challange Eighteen sp. z o.o. in connection with the contribution made in the nominal amount of PLN 73,109,888.62 to the Borrower’s company.

6)     statement of Challange Eighteen sp. z o.o. on submission to enforcement by the Bank in the manner defined in Article 777 §1.6 of the Civil Code directly under such deed up to the maximum amount of PLN 40,000,000.00 from the pledged assets to satisfy the cash liability due to the Bank under this Agreement as amended from time to time,

7)     statement of CPD S.A. on submission to enforcement in the manner defined in Article 777 §1.5 of the Civil Code directly under such deed and from all their assets should they be in default with payment of any cash sums due to the Bank as liabilities under this Agreement as amended from time to time, up to the maximum amount of PLN 40,000,000.00;

8)     debt accession by CPD S.A. with a power-of-attorney to manage the accounts held at the Bank.

The agreement didn’t meet the criteria to consider it to be the material agreement, pursuant to § 2 par. 1 of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information provided by the issuers of securities and conditions for recognition as equivalent of the information required under the provisions of law of the non-member state (the “Regulation”).

The Company and its subsidiaries as well as persons who manage or supervise the Company are not connected with the entity for the benefit of which the mortgage was established, pledgee (Bank Millennium S.A.) and its officers.

Legal basis:

Article 17.1 MAR – Inside information

Signatures of persons authorized to represent the Company:

Elżbieta Wiczkowska, President of the Management Board, 26 February, 2018

10/2018 Conclusion of a conditional share sale agreement at the company Bolzanus Limited

The Management Board of CPD SA (“Issuer“) informs that the subsidiary company of the Issuer Buffy Holdings no. 1 Ltd, with its registered office in Limassol in Cyprus (“Company“) 22 February 2018 has concluded a conditional agreement for the sale of 100% shares in Bolzanus Limited based in Nicosia, Cyprus (“Agreement“) to Ronson Development sp. z o.o. (“Buyer“).

The company has the right to perpetual usufruct of the real estate, consisting of plot no. 119, no. registry number 2-09-09, with an area of ​​22,394 m2 and located near Gierdziejewski Street in Warsaw (Warsaw – Ursus district). According to the provisions of the Local Master Development Plan, the real estate in majority is intended for services, education and multi-family housing.

The share sale price has been set for PLN 10 million (“Price“).

The condition for concluding final sale agreement is the failure of the President of the Capital City of Warsaw to the right of first refusal to land plot no. 98/1 and 148/2, which are part of the transaction covered by this report.

Other provisions of the contract concluded by the Seller do not differ from the standards commonly applicable to this type of contracts.

As a result of the transaction, the structure of the Issuer has changed.

 

Legal basis:

Article 17 para. 1 in zw. from art. 7 par. 1 a), para. 2 and 4 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) repealing Directive 2003/6 / EC of the European Parliament and of the Council and Commission Directive 2003 / 124 / WE, 2003/125 / EC and 2004/72 / EC (“MAR Regulation”) in connection with art. 2 and 3 of Commission Implementing Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to technical conditions for the proper public disclosure of confidential information and delaying the disclosure of confidential information in accordance with Regulation of the European Parliament and of the Council (EU) No. 596/2014 in conj. from art. 70 point 1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies. This current report contains confidential information within the meaning of art. 7 of the MAR Regulation.

 

Signatures of persons representing the Company:

Elżbieta Wiczkowska, President of the Board, 22 February 2018

9/2018 Conclusion of a Conditional Sale Agreement Rights to perpetual usufruct of a real estate owned by a subsidiary of the Issuer IMES Poland sp. z o.o.

The Management Board of CPD SA (“Issuer”) informs that the subsidiary company of the Issuer IMES Poland sp. z o.o., with its registered office in Warsaw (“Company”) 22 February 2018 concluded a conditional agreement for sale of the right of perpetual usufruct of the real property consisting of plot No. 98/1, 2-09-09 with an area of ​​4,244 m2, located in Warsaw, Ursus District, near Gierdziejewski Street (“Agreement”) to Ronson Development – City 3 sp. z o.o. sp. k. (“Purchaser”).

According to the provisions of the Local Master Plan, the real estate in majority is intended for services and multi-family housing.

The condition for the conclusion of final sale agreement is the failure of the President of Capital City of Warsaw to the right of first refusal to this property and land plot no. 148/2.

The sale price of right of perpetual usufruct of the property has been determined for amount of PLN 4 million net + VAT tax due (“Price”).

The remaining provisions of the Agreements concluded by the Seller do not differ from the standards commonly applicable to this type of contracts.

 

Legal basis:

Article 17 para. 1 in zw. from art. 7 par. 1 a), para. 2 and 4 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) repealing Directive 2003/6 / EC of the European Parliament and of the Council and Commission Directive 2003 / 124 / WE, 2003/125 / EC and 2004/72 / EC (“MAR Regulation”) in connection with art. 2 and 3 of Commission Implementing Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to technical conditions for the proper public disclosure of confidential information and delaying the disclosure of confidential information in accordance with Regulation of the European Parliament and of the Council (EU) No. 596/2014 in conj. from art. 70 point 1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading, and Public Companies. This current report contains confidential information within the meaning of art. 7 of the MAR Regulation.

 

Signatures of persons representing the Company:

Elżbieta Wiczkowska, President of the Board, 22 February 2018

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