GIGROUP: strona spółki
23.06.2020, 7:42
WSE Conclusion of a conditional agreement for the sale of W, X and Z series bonds between the Company and the bondholders
The Management Board of Work Service S.A. ("Issuer" or "Company"), with reference to current reports No. 12/2020,12/2020K concerning the conclusion with Gi INTERNATIONAL S.R.L. ("Investor") on February 13, 2020 the investment agreement setting out the conditions and terms of granting financing by the Investor to the Company for the purpose of restructuring the Company's debt and financing current activities of the Company's capital group ("Investment Agreement"), and current report No. 3/2020 regarding the conclusion of negotiations with the Company's bondholders in the field of the business conditions for the reduction of the bondholders' claims towards the Company, hereby informs that on 22 June 2020 between the Company and mBank Spółka Akcyjna, Millennium Otwarty Fundusz Inwestycyjny, Millennium Specjalistyczny Fundusz Inwestycyjny Otwarty, Investor Parasol Fundusz Inwestycyjny Otwarty and Noble Funds Fundusz Inwestycyjny Otwarty ("Bondholders"), a conditional agreement on the sale of W, X and Z series bonds was concluded under which the Company shall purchase all W, X and Z series bonds issued by the Issuer ("Bonds") with a nominal value of PLN 35,250,000.00, for 30% of their value, i.e. for a total price amounting to PLN 10,575,000.00 (in words: ten million five hundred and seventy-five thousand zloty) augmented by interest on all Bonds agreed upon in the terms and conditions of the Bonds issue ("Agreement").
The agreement was concluded on the condition precedent that the Investor acquires at least 50% (fifty percent) and 1 (one) share in the Issuer's share capital ("Control Acquisition") and the expiry of 15 (fifteen) business days from the date of Control Acquisition ("Condition Precedent"). On the basis of the Agreement, in certain events each of the Bondholders will be able to withdraw from the Agreement until 30 September 2020, among others in case of failure to fulfil the Condition Precedent until 31 August 2020. The Issuer shall inform in subsequent current reports about the fulfilment or non-fulfilment of the Condition Precedent. At the same time, the Issuer informs that in connection with the conclusion of the Agreement has been met one of the conditions precedent to transactions with the Investor, specified in the Investment Agreement concluded between the Company and the Investor on February 13, 2020, about which conditions precedent the Issuer informed in currents report number 12/2020,12/2020K . Legal basis: Article 17 section 1 MAR _Regulation of the European Parliament and of the Council _EU_ No 596/2014 of 16 April 2014 on market abuse _regulation on market abuse and repealing the Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC. Signatures: Iwona Szmitkowska – President of the Management Board Jarosław Dymitruk – Vice-president of the Management Board
The agreement was concluded on the condition precedent that the Investor acquires at least 50% (fifty percent) and 1 (one) share in the Issuer's share capital ("Control Acquisition") and the expiry of 15 (fifteen) business days from the date of Control Acquisition ("Condition Precedent"). On the basis of the Agreement, in certain events each of the Bondholders will be able to withdraw from the Agreement until 30 September 2020, among others in case of failure to fulfil the Condition Precedent until 31 August 2020. The Issuer shall inform in subsequent current reports about the fulfilment or non-fulfilment of the Condition Precedent. At the same time, the Issuer informs that in connection with the conclusion of the Agreement has been met one of the conditions precedent to transactions with the Investor, specified in the Investment Agreement concluded between the Company and the Investor on February 13, 2020, about which conditions precedent the Issuer informed in currents report number 12/2020,12/2020K . Legal basis: Article 17 section 1 MAR _Regulation of the European Parliament and of the Council _EU_ No 596/2014 of 16 April 2014 on market abuse _regulation on market abuse and repealing the Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC. Signatures: Iwona Szmitkowska – President of the Management Board Jarosław Dymitruk – Vice-president of the Management Board