Current report no: 24/2021
Following to the report no. 17/2021 of 20 May 2021 on the decision to commence a review of the strategic options for selected asset groups, the Management Board of Boryszew S.A., having its registered seat in Warsaw (“the Company,” “the Issuer”) informs that on July 27 2021, the Company and Zhejiang XCC Group Co. Ltd. having its registered seat in China (“XCC”), entered into a preliminary, conditional agreement (“the Agreement”) of sale of the shares of FŁT Polska Sp. z o.o., having its registered seat in Warsaw (“FŁT”).
According to the Agreement, the Company shall sell 1,030 of its shares, representing, as at the date of conclusion of the Agreement, 100.00% of the share capital of FŁT, carrying 100.00% of votes at the shareholders meeting, along with the shares of its subsidiaries held by FŁT: FLT-Wälzlager GmbH, FLT & Metals s.r.l., FLT Bearings Ltd, FLT France SAS, FLT (Wuxi) Trading Co., FLT USA LLC (“FŁT Group”).
Furthermore, SPV Impexmetal Spółka z o.o., a subsidiary of the Issuer, having its registered seat in Warsaw, shall sell to XCC the trademarks related to the activity of FŁT.
The Agreement was concluded subject to the fulfilment of the conditions precedent specified therein, including, but not limited to: (i) the condition of obtaining approvals from the relevant regulatory bodies of XCC for the Transaction; and (ii) the condition of obtaining an approval from the Issuer’s Supervisory Board.
The total price of the shares and trademarks was set at PLN 100 million and shall be subject to adjustments for, among other things: mutual settlements between the Issuer and FŁT and other adjustments resulting from the terms and conditions of the transaction.
The provisions of the Agreement relating to the assurances made, the possibility of termination thereof, contractual penalties or withdrawal from the Agreement do not differ from the terms and conditions commonly used in agreements of this type.
In 2020, FŁT Group recorded a sales revenue of PLN 276.3 m (in 2019: PLN 320.8 m), EBITDA (calculated as a profit (loss) before deduction of financial costs (interest), taxes and depreciation) in 2020 amounted to PLN 17.7 m (in 2019: PLN 17.9 m).
The transaction is expected to be concluded in Q4 2021.
Legal basis
Article 17.1 MAR – confidential information.
Signatures:
Wojciech Kowalczyk – Acting President of the Management Board
Translation from the original Polish version.
In the event of differences resulting from the translation, reference should be made to the official Polish version.