Bulletin
As Netia decided to withhold from providing an English version of its website, these of the company Followers who would be interested in subscribing Netia reports in Polish are kindly requested to register in the box below
04 November 2014
The execution of a Loan Agreement with mBank S.A. (as the Facility Agent) and Bank Gospodarki Żywnościowej S.A. (73/2014)
The management board of Netia S.A. (the „Company” or „Netia”) hereby announces that on 3 November 2014 Netia (the “Borrower”), Internetia sp. z o.o. with its registered seat in Warsaw, Netia Brand Management sp. z o.o. with its registered seat in Warsaw and Telefonia Dialog sp. z o.o. with its registered seat in Wrocław (jointly – the „Original Guarantors”) executed a loan agreement (the „Agreement”) with mBank S.A. (the Facility Agent) and Bank Gospodarki Żywnościowej S.A. (jointly with the Facility Agent, the „Lenders”), whereunder the Lenders agreed to extend to the Borrowers a term facility maturing in three years with a total of up to PLN 300,000,000 (three hundred million), designated for repayment of the Company’s debt resulting from the loan agreement dated 29 September 2011 (subsequently amended on 14 December 2011 and 20 June 2013) executed between the Company as the borrower, Internetia sp. z o.o. with its registered seat in Warsaw, Netia Brand Management sp. z o.o. with its registered seat in Warsaw and Telefonia Dialog sp. z o.o. with its registered seat in Wrocław as the guarantors, Bank Gospodarki Żywnościowej S.A. (the legal successor of Rabobank Polska S.A.) as the agent and the security agent as well as BNP Paribas S.A. Branch in Poland, mBank S.A. (formerly operating under the firm BRE Bank S.A.), Bank Gospodarki Żywnościowej S.A. (the legal successor of Rabobank Polska S.A.), Raiffeisen Bank Polska S.A. and Raiffeisen Bank International AG as the original lenders (the “Original Loan Agreement”), wherein the Company will repay the remaining receivables from the Original Loan Agreement from its own funds at the latest on the day of repayment of receivables resulting from the Original Loan Agreement.
Repayments are to be spread evenly over six bi-annual instalments, with the final instalment date payable three years after signing of the Agreement, i.e., on 3 November 2017. The loan accrues each period’s interest at the rate of 3M WIBOR or the 6M WIBOR, margin dependent on financial indicators and the Mandatory Cost (as defined in the Agreement) that may be incurred due to requirements of financial regulators from the United Kingdom or imposed by the European Central Bank, if such Mandatory Costs occur. The terms and conditions of the Agreement comply with market practice and are not different from the terms and conditions generally applied to such types of agreements.
To secure the Lenders’ claims under or related to the Agreement, the Borrower and each of the Original Guarantors is obliged to submit to enforcement for the benefit of each of the Lenders, and each of the Original Guarantors provided the surety to the maximum amount of PLN 450,000,000 (four hundred and fifty million).
The Agreement constitutes a material agreement for the purposes of the Regulation dated 19 February 2009 regarding current and interim reports published by issuers of securities and on conditions of considering as equivalent the information required by law of a non-member state (Journal of Laws 2009, No. 33, item 259, as amended), because the estimated value of the Agreement exceeds 10% of Netia’s equity.
Legal basis
§5, section 1.3 and §9 of the Regulation dated 19 February 2009 regarding current and interim reports published by issuers of securities and on conditions of considering as equivalent the information required by law of a non-member state (Journal of Laws 2009, No. 33, item 259, as amended) and Art. 56, section 1.2 of the Act on Public Offering, the Conditions Governing the Introduction of Financial Instruments to Organized Trading, and on Public Companies (consolidated text of 2013, No. 1382, as amended.).