Signing by a subsidiary of the Issuer of an annex to the loan agreement concluded in connection with the financing of the acquisition of Lotos Terminale S.A shares

Report: 45/2022
Date of publication:30.09.2022 / 23:22
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The Management Board of UNIMOT S.A. with its registered office in Zawadzkie (“Issuer”) announces that on 30 September 2022, a 100% subsidiary of the Issuer, i.e. Unimot Investments sp. z o.o. with its registered office in Warsaw (“Unimot Investments”) signed an Annex to the Loan Agreement concluded on 12 January 2022 (“Annex”) with the following banks: mBank S.A., Powszechna Kasa Oszczędności Bank Polska S.A. and Bank Polska Kasa Opieki S.A. (the “Banks”) an annex to the loan agreement concluded on 12 January 2022 (the “Annex”), about which the Issuer informed in current report number 2/2022 of 12 January 2022.

The conclusion of the Annex is, inter alia, the result of the transfer by the Issuer to Unimot Paliwa sp. z o.o. (“Unimot Paliwa”) of an organised part of the enterprise, which, as at the date of the above-mentioned Loan Agreement, constituted the assets of the Issuer. The Issuer announced the transfer of the organised part of the enterprise to Unimot Paliwa in Current Report No. 39/2022 of 1 August 2022.

In connection with the Annex, the individual financing documents related to the loan agreement were amended. Based on these, Unimot Paliwa assumed joint and several guarantee obligations with the Issuer for the individual obligations of Unimot Investments under the Loan Agreement. Unimot Paliwa also established a surety jointly and severally with the Issuer in favour of the Banks limited to the amount of PLN 60 million. The Issuer and Unimot Paliwa will submit, in connection with the above-mentioned surety, statements of submission to execution, in the form and on the terms standard for this type of transaction. The surety is granted until 31 December 2026.

In addition, Unimot Investments will make a declaration of submission to enforcement in favour of the Banks in respect of the Banks’ claims under the loan agreement. This security is typical for this type of financing transaction.

Other obligations of Unimot Investments, Unimot Paliwa and the Issuer under the loan agreement and related financing documents do not deviate from those commonly applied in similar loan transactions, in particular with regard to the fixed variable interest rate, commissions, and maintaining selected financial ratios at the level specified in the loan agreement.

The Issuer considered the above information to be confidential as it relates to an amendment of a significant agreement entered into by the Issuer and a company from its capital group.