15/04/2016
Current Report No. 31/2016: Acquisition of shares in Presco Investments S.ar.l.
Further to Current Report No. 91/2015 of December 23rd 2015 concerning the conclusion by KRUK S.A.’s subsidiary SeCapital S.à r.l. (Buyer) of the Investment Agreement (Agreement) with Presco Investments Limited with its registered office in Malta (Seller), the Management Board of KRUK S.A. (Company) announces that today it has signed a statement to the effect that the condition for the transaction closing was fulfilled and the ownership of the shares was transferred, whereby the ownership title to 390,050 shares in Presco Investments S.à r.l., free and clear of any encumbrances, restrictions and third-party rights, with a total par value of PLN 39,005,000, was transferred to the Buyer; along with the right to the debt portfolios of P.R.E.S.C.O. Investment I NS FIZ purchased on the Polish market.
As at the transaction closing date, the acquisition price of the shares was PLN 193,7m (Price) and it has been reduced by Seller’s dividend from Presco Investments S.a r.l.’s profit for the year 2015 in the amount of PLN 3,58m.
The price will be paid within 15 business days of the date, falling after the transaction closing date, on which the confirmed updated debt database is delivered to the Buyer. The price will be reduced by the PLN 15m prepayment made by the Buyer on January 6th 2016 and by the amount of PLN 31.4m deferred until 2017–2022 in order to secure performance of the Agreement.
The criterion based on which the acquired assets are considered significant is that the value of the debt portfolio exceeds 10% of the Company Group’s revenue for the last four financial quarters.
The acquisition of the assets is financed with the Buyer’s internally generated funds. In SeCapital’s accounting books, the carrying amount of the assets is PLN 193,7m.
The only personal link between the Company and its subsidiary is that, as of today (April 15th 2016), one of the Members of the Company’s Management Board is also a Member of the Management Board of Presco Investments S.à r.l. of Luxembourg.
Detailed legal basis: Par. 5.1.1 of the Regulation of the Minister of Finance of February 19th 2009 on current and periodic information […]