Acquisition of assets of significant value in connection with the acquisition by the Issuer of shares of eobuwie.pl S.A.
(Current report no. 4/2016)
15.01.2016 /The Issuer/
Legal basis:
Art. 56 sec. 1 point 2 of the Act on Public Offering - current and periodic information
The Management Board of CCC S.A. (the Issuer) hereby informs that in connection with the fulfillment of the conditions precedent and having made all activities defined in the Commitment Agreement of selling shares of eobuwie.pl S.A., dated 28 August 2015, of which the Company informed in its current report no. 51/2015 of 28 August 2015, changed by the amendment no. 1 dated 12 January 2016, of which the Company informed in its current report no. 3/2016 of 13 January 2016, and making the Closing of Transaction in the manner specified by the Commitment Agreement, The Company CCC S.A. on 15 January 2016 concluded the Disposal Agreement pursuant to which CCC S.A. acquired a 74.99% stake in eobuwie.pl S.A. from the entity reliant of 100% from the Shareholders of eobuwie.pl S.A. - MKK3 Sp. z o.o., based in Zielona Góra. Under the Disposal Agreement, CCC S.A. acquired I Tranche Shares, i.e. 7,498,999 shares (seven million four hundred ninety-eight thousand and nine hundred ninety-nine) with a nominal value of PLN 0.20 (twenty groszy) per share, i.e. a total nominal value amounting to PLN 1,499,800.00 (one million four hundred ninety-nine thousand and eight hundred 00/100); representing 74.99% of the nominal value of the share capital and entitling to 74.99% of votes at the General Meeting of Shareholders.
On 15 January 2016, CCC S.A. paid for sold Shares the price of PLN 129,982,000.00 (one hundred twenty-nine million nine hundred eighty-two thousand 00/PLN). The sale price for sold Shares, pursuant to the Commitment Agreement, i.e., provided that the Company achieves EBITDA 2015 higher than PLN 15,000,000.00 (fifteen million 00/PLN), will cover the supplementary amount in the amount of 74.99% determined as: the product of PLN 12.00 (twelve zlotys) for each PLN 1.00 (one zloty ) of EBITDA in 2015 over the amount of 15.000.000,00PLN (fifteen million 00/PLN), less the amount paid to the Shareholders by way of settlement of the Company's profit attributable for the reporting period from 01.01.2015 until 31.12.2015.
Disposition Agreement does not contain a condition or a term, it does not provide for contractual penalties, and was executed on terms commonly used for this type of agreement.
Disposition Agreement as well as the value of the assets acquired under the Agreement, were considered significant as their value exceeds 10% of the equity of CCC S.A.
Legal basis:
§ 5 section 1 point 1 and 3 of the Decree of the Minister of Finance of 19th February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by the laws of non-member states.