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39/2018 The amended to the Investment Agreement concluded by CPD S.A. and its subsidiaries

The Management Board of CPD S.A. (the “Company”, “Issuer”) in reference to Current Report No. 3/2017 of March 1, 2017 and Current Report No. 31/2017 of August 2, 2017, informing on execution of the Investment Agreement (the Investment Agreement) on joint construction project consisting in realisation of a complex of residential buildings with ancillary infrastructure in Ursus district in Warsaw, hereby informs that on October 26, 2018, the Amendment and rested to the Investment Agreement (the “Amendment to the Agreement”) was adopted.

The parties to the Amendment to the Agreement are the same parties as to the Investment Agreement, ie: Issuer, Challange Eighteen sp. o.o. with its registered (hereinafter referred to as “Subsidiary Company”), URSA PARK Smart City limited liability limited partnership with its registered office in Warsaw (hereinafter “Subsidiary Company”, “Limited Partnership”), Lakia Enterprise Ltd with its registered office in Nicosia (Cyprus) (hereinafter “Subsidiary Company”) and Unibep S.A. with its registered in Bielsk Podlaski and Unidevelopment S.A. with its registered in Warsaw.

The subject metter of the Amendment to the Agreement is the amend the Investment Agreement by revoking its wording in full and replacing it and extending the scope of the project implementation to the whole of the following property. The Amendment to the Agreement provides for the joint implementation of investment building on the property (the “Property”) owned by the Group CPD S.A. ie. the company URSA PARK Smart City limited liability limited partnership in Warsaw (the “Limited Partnership”), which is the perpetual usufructuary of plots No. 113/1, 113/2, 113/4, 113/6 and 113/7 no. rpm. reg. no. 2-09-09, with an area of 4,944 ha and is located at Traktorzystów Street in Warsaw (Warsaw district – Ursus).

Part of the Property of ca. 1.36 ha is currently used for construction in two stages of residential buildings with shops and ancillary infrastructure, with a total usable area of approx. PLN 21,000 PUM/PUU, whose the general contractor is the company Unibep S.A. and the company Unidevelopment S.A. provides services of investor representation (Project 1).

The two subsequent projects, each divided into two stages, will consist in construction of a complex of residential buildings with shops and ancillary infrastructure, with a total usable area of over 40,000. PUM / PUU (Project 2 and Project 3). Project 2 will start further to fulfilment by Unidevelopment of the obligation provided in the Amended Agreement concerning capital engagement in the Limited Partnership, which should take place within 14 days of execution of the Amended Agreement. Project 3 is expected to start in the 1st quarter of 2019, however the final date of commencement of that stage of the Investment will be set in a separate decision.

The amended to the Agreement also includes marketing activities related to the sale of units produced under the Projects, and then on the total sales of usable space of the Project, profit division regulations from the sale of Project, and other financial settlements between the Parties and possible liability for infringement of the Agreement, with each Party’s contractual penalties being limited to zł 5 million.

Participation of CPD S.A. Group in the Project relay on: implementation of the Project on the Property belonging to the Limited Partnership and the provision by Gaston Investments sp. o.o. of financial and operational control and supervision of Unibep S.A. as the general contractor.

The amended to the Agreement will become effective on condition of fulfilment by Unidevelopment S.A. of the afore-mentioned obligation of capital engagement in the Limited Partnership within 14 days of execution thereof and on condition of agreement (acceptance) by the Parties to all schedules to the Agreement by 15 November 2018. If the Amended Agreement does not become effective, the Parties will adhere to the investment agreement in its previous wording.

 

Legal basis:

Article 17.1 MAR – Inside information

 

Signatures of the persons entitled to representation:

Elżbieta Donata Wiczkowska, President of the Board, 26 October, 2018

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