Current Report No.: 38/2020
Legal basis: Article 17 section 1 MAR – Inside information.
Contents of the report:
With reference to:
- Current Report No. 47/2019 of November 28, 2019 regarding the conclusion on November 27, 2019 by Boryszew S.A. (“Issuer”) and the company SPV Boryszew 3 Sp. z o.o. and Impexmetal Holding Sp. z o.o. as the sellers and Gränges AB with its seat in Stockholm (Sweden) as the buyer (“Buyer”) (“Parties”) of the preliminary conditional agreement (“Agreement”) for the sale of shares in Impexmetal S.A. (“Impexmetal”); and
- Current Report No. 30/2020 of October 7, 2020 regarding the conclusion of Annex 2 to the Agreement by the Parties,
The Issuer’s Management Board informs that on November 6, 2020, the Parties in connection with the fulfilment of conditions precedent under the Agreement, performed actions to close the transaction described in the Agreement, and thus the Parties took actions resulting in the transfer by the Issuer to the Buyer of the ownership of 125,000,000 registered shares of Impexmetal in exchange for the price specified in the Agreement (the remaining 65,000,000 registered shares are own Impexmetal), and the calculation of the final sale price of the shares will consist in a standard adjustment of the value of the Company’s enterprise, agreed by the Parties at PLN 938,000,000, by the value of, among others: net debt, net working capital, prepaid capital expenditure and other adjustments resulting from the terms of the transaction.
Pursuant to the agreement, as part of the payment of a part of the price, the Issuer took up 2,442,268 shares issued by the Buyer, representing approximately 3.13% of the share capital, for the equivalent of PLN 90,000,000.
Signatures:
Piotr Lisiecki – 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.