Current Report No. 11/2014
Date of the report: April 2nd 2014
Subject: Information on the value of agreements executed between the KRUK Group and the Santander Group
Legal basis: Art. 56.1.2 of the Public Offering Act – Current and periodic information
The Management Board of KRUK S.A. (the “Company”) reports that on April 2nd 2014 PROKURA Niestandaryzowany Sekurytyzacyjny Fundusz Inwestycyjny Zamknięty (“FIZ PROKURA”, the “Buyer”), a subsidiary represented by KRUK Towarzystwo Funduszy Inwestycyjnych S.A., executed a debt purchase agreement (the “Agreement”) with Santander Consumer Bank S.A. (the “Bank”), a company of the Santander Group. As a result, the total estimated value of all agreements executed by the KRUK Group and the Santander Group between June 25th 2013 − when the Company issued Current Report No. 45/2013 with the previous summary of the value of agreements with the Santander Group − and the date of this report has amounted to PLN 52m, thus exceeding 10% of the KRUK Group's revenue for the previous four financial quarters, which satisfies the materiality criterion.
The highest-value agreement executed in the period was the abovementioned Agreement between FIZ PROKURA and Santander Consumer Bank S.A.
Under the Agreement, FIZ PROKURA purchased from the Bank a debt portfolio with an aggregate nominal value of PLN 333m for a price of PLN 36m (the “Price”). The Price is to be paid by the Buyer to the Bank on April 11th 2014. The debt claims covered by the Agreement arise under the Bank's agreements with debtors.
The Agreement is subject to a condition precedent that the debts covered by the Agreement will have been assigned to the Buyer as of the Agreement execution date if the Price is paid by the Buyer in full.
The Agreement provides for the following contractual penalties:
- a penalty equal to 25% of the Price, to be paid if representations made by the Company with respect to the required corporate and administrative approvals prove unreliable, and
- a penalty equal to 50% of the Price, to be paid if the debts covered by the Agreement are further assigned, particularly through sale or gift, to an entity outside the KRUK Group within 24 months of the Agreement execution date.
The other terms and conditions of the Agreement do not differ from those commonly used in agreements of such type.
Detailed legal basis: Par. 5.1.3 of the Regulation of the Minister of Finance of February 19th 2009 on current and periodic information […]