62/2013 – Information on the Conclusion of Significant Agreements

The Management Board of Trakcja S.A. (the “Company”) informs that today, on July 4, 2013, it has learned that over the past 12 months, the Company’s subsidiaries, based in Lithuania, have entered into significant agreements with AB SEB Bank, headquartered in Vilnius, Republic of Lithuania (“Bank”), with a total value equivalent to PLN 71,049,761.61. The highest-value agreement is a credit agreement concluded on May 10, 2013, between the Bank and a subsidiary of the Company, UAB Palangos aplinkkelis, legal entity code 303036257, headquartered at Lvovo g. 25, Vilnius, Republic of Lithuania (“Borrower”) [the “Agreement”].

Subject of the Agreement:

The Agreement concerns the provision of a loan by the Bank to the Borrower in the amount equivalent to PLN 35,204,450.00, with a repayment deadline set for May 31, 2028.

Securities:

1. Assignment of receivables from a contract dated April 10, 2013, between the Borrower and the Lithuanian Road Administration under the Ministry of Transport and Communications, which the Company reported in current report No. 36/2013 dated April 10, 2013 (“Contract”).
2. Assignment of receivables from the executive agreement concluded by the Borrower in connection with the Contract.
3. Assignment of receivables from the service agreement – a facility monitoring agreement concluded by the Borrower in connection with the Contract.
4. Assignment of the performance bond issued in connection with the executive agreement referred to in point 2 above.
5. Pledges established in favor of the Bank:
   • On the shares of the Borrower, owned by the Company’s subsidiary, UAB Plėtros investicijos, legal entity code 302630602 (“UAB Plėtros investicijos”) [i.e., constituting 100% of the share capital];
   • On the shares of UAB Plėtros investicijos, owned by the Company’s subsidiary AB Kauno tiltai [i.e., constituting 75.10% of the share capital], and owned by AB Šiaulių plentas, legal entity code 244693070 [i.e., constituting 24.90% of the share capital].
6. Guarantee by UAB Plėtros investicijos for the repayment of the loan.
7. A subordinated loan agreement (lender – UAB Plėtros investicijos; loan amount: PLN 4,949,331.50, as well as other amounts related to the loan or other financing agreements concluded between UAB Plėtros investicijos and the Borrower).
8. A deposit agreement.

Penalties:

• Interest for late payment of the loan, interest, and other fees: 0.02% per day of delay calculated from the value of the unpaid loan amount, interest, and other fees.
• Penalty for non-performance of a non-monetary obligation: up to PLN 5,997.50.
• Administrative fee for failure to meet conditions described in detail in the Agreement, determined each time by mutual agreement, but in any case, not exceeding 2% of the unpaid loan amount.

Interest on the loan will be calculated by the Bank based on the variable three-month EURIBOR rate plus a fixed Bank margin.

The criterion for recognizing the agreements as significant is that their value exceeds 10% of the Company’s equity.

Legal Basis: § 5(1)(3) of the Regulation of the Minister of Finance of February 19, 2009, on current and periodic information disclosed by issuers of securities and conditions for recognizing information required by the laws of a non-member state as equivalent.