2017 Current Reports EN

Board of CPD SA (Hereinafter the “Company”) announces the fulfillment of the first condition precedent of the Investment Agreement of 22 February 2017, in accordance with the provisions of the Current Report 3/2017 of 22 February 2017 year.

1 of March 2017 all attachments to the Investment Agreement were agreed (approved), which was a condition of the entry into force of this Agreement.

At the same time the Company reminds that the Agreement shall enter into force subject to i) the approval of the President of the Office of Competition and Consumer Protection (OCCP President) the concentration of entrepreneurs or ii) a decision by the President of the OCCP to discontinue the proceedings due to the fact that the transaction is not subject to the notification requirement to the President of the OCCP or iii) the expiry of the statutory term for issuing the above authorization if, before the expiry of that period President of the Office does not issue any decision or iv) the decision of the Antimonopoly Court on the consent for concentration on appeal – depending on which of these events occurs before.

Legal:

Art. 17 ust. 1 MAR – confidential information

Signatures:

Elżbieta Donata Wiczkowska, President of theBoard, 1 March 2017 r.

Board of CPD SA (the “Company”) announces that 22 February 2017, the Company signed an investment agreement (the “Agreement”) for a joint venture realization of complex buildings with services and associated infrastructure in Warsaw’s Ursus district.

The Agreement was concluded between:

1. CPD SA in Warsaw,
2. Challenge Eighteen limited liability company in Warsaw (the “Subsidiary”),
3. 4/113 Gaston Investments, a limited liability limited partnership with its registered office in Warsaw (the “Subsidiary”, “Limited Partnership”),
4. Lakia Enterprise Ltd in Nicosia (Cyprus) (the “Subsidiary”),
and
5. Unibep SA in Bielsk Podlaski,
6. Unidevelopment SA in Warsaw.

The Agreement provides for the joint implementation of investment building on the property (the “Property”) owned by the Group CPD SA ie. the company 4/113 Gaston Investments limited liability limited partnership in Warsaw, which is the perpetual usufructuary of plots No. 113/1, 113/2, 113/4, 113/5 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).

On the part of the Property of area of approx. 1.36 ha, the construction of complex buildings with services, together with the accompanying infrastructure (the “Project”) will be implemented in two stages. The general contractor is the company Unibep SA and the company Unidevelopment SA will provide services of investor representation.  As part of the projects Unidevelopment SA will join the Company’s limited partnership as a limited partner. 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 and profit division regulations from the sale of Project.

Participation of CPD SA Group in the Project relay on:

a) implementation of the Project on the Property belonging to the Limited Partnership,
b) the provision by Gaston Investments sp. o.o. of financial and operational control and supervision of Unibep SA as the general contractor.

The Agreement shall enter into force, subject to the acceptance of all the Annexes to the Agreement till 31  March 2017 by her sides. In addition – as regards the accession of Unidevelopment SA to the Company’s limited partnership – an agreement will enter into force subject to the approval of the President of Competition and Consumer Protection Office for the concentration of entrepreneurs or the decision of President of the OCCP to discontinue the proceedings due to the fact that the transaction is not a subject to notification to the President of the OCCP, or the deadline for statutory release of the above authorization if, before the expiry of that period President of the Office does not issue any decision or ruling by the Court Antimonopoly the consent of the concentration on appeal – in whichever occurs first.

This Agreement meets the criteria to recognize as a significant agreement because its value exceeds used by the Company criteria for determining significant agreements, ie. 10% of the Company’s equity, which as at the end of the third quarter of 2016 amounts to 452 224 000 PLN.

Legal basis:
Art. 17 paragraph. 1 MAR – confidential information

Signatures of the persons entitled to representation:
1. Elżbieta Donata Wiczkowska, President of the Board, 22 February of 2017

 

 

The Management Board of CPD S.A. (the Company) hereby announces the dates of publishing the periodic reports in 2017.

1. Annual report:

– Stand-alone annual report for year 2016 – 17 March 2017 (Friday)

– Consolidated annual report for year 2016 – 17 March 2017 (Friday)

2. Half-year report:

– Consolidated half-year report for the first half of the year 2017, containing half-year condensed financial statements – 28 September 2017 (Thursday)

3. Quarterly reports:

– Consolidated quarter report for the first quarter of 2017, containing quarter financial information – 29 May 2017 (Monday)

– Consolidated quarter report for the third quarter of 2017, containing quarter financial information – 27 November 2017 (Monday)

Additionally, the Management Board hereby announces that the Company will not publish:

The quarter report and consolidated quarter report for the fourth quarter of 2016 – with regard to the publication of the annual report on 17 March 2017 and on the basis of the article 101.2 of the Decree of Minister of Finance dated 19th of February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by law of nonmember state (“The Decree”) (Journal of Laws from 2009 No 33 item 259 with subsequent amendments);

– The quarter report and consolidated quarter report for the second quarter of 2017, on the basis of article 101.2 of the Decree.

Legal basis:

Art. 103.1 with regard to art. 83.1 and 83.3 of the Decree of Minister of Finance dated 19th of February 2009 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by law of nonmember state (Journal of Laws from 2009 No 33 item 259 with subsequent amendments).

Signatures of the persons entitled to representation:

Elżbieta Donata Wiczkowska, President of the Management Board, 31 January 2017

The Management Board of CPD SA (the “Issuer”) announces that the subsidiaries of the Issuer: IMES Poland sp. o.o. and 18 Gaston Investments spolka z ograniczona odpowiedzialnoscia sp. k. (the “Company”) on 30th of January 2017 granted warranties as a result of conditional sales agreements concluded with legal entities (“Buyer”), leading to the sale of rights to land located in Warsaw’s Ursus district, as well as cooperation agreement (“Conditional Sales Agreement”).

Warranty will be applied as a combined mortgage on the right to perpetual usufruct of held real estate for each full amount of the payment, the Buyer has to make in favor of the Company in respect of each mortgage.

Company submitted to enforcement under Art. 777 § 1 point 5 of the Civil Code, as to the obligation to repay a sum of money to the full amount of payment, the Buyer has to make in favor of the Company, as well as each of the parties will submit a written statement in the form required by applicable law, including permission to bring Buyer’s claims concerning the conclusion of the Final Agreement to the land register kept for the property owned by them.

The total sale price of property rights and cooperation agreements, was set at a total amount of 82 million pln net (“Total Price”).

Conclusion of Final Agreements for the transaction was predicted in stages between December 2017 and December 2019. The conclusion of Final Agreements is subject to a number of conditions precedent, mainly related to the preparation of infrastructure and the media in such a way that the implementation of housing projects in line with agreed objectives.

Within two working days of the conclusion of Conditional Sales Agreements Buyer is obliged to pay part of the price in the amount of 45 million pln (net) plus the appropriate VAT. Subsequent payments to a fixed total price will be implemented according to the schedule adopted by Buyer and Seller in the years 2017-2019.

Other provisions of the Agreements concluded by the Seller does not deviate from the standards generally applicable to such agreements.

The conclusion of final agreements performing included Conditional Sale Agreement, the Issuer will inform a separate current report.

Legal basis:

Art. 17 paragraph. 1 of the Regulation of the European Parliament and of the Council (EU) No 596/2014 of 16 April 2014. on market abuse (the Regulation on market abuse), and repealing Directive 2003/6 / EC of the European Parliament and of the Council and the Commission Directive 2003/124 / EC, 2003/125 / EC and 2004/72 /IN.

Signatures of persons representing the Company:

Elżbieta Wiczkowska, President of the Board, 30th of January 2017