10/05/2013 20:33
41/2013 – Information on concluding a material contract
The Management Board of Trakcja S.A. (hereinafter: (“Company”) hereby informs that the Company and its subsidiary: Przedsiębiorstwo Robót Kolejowych i Inżynieryjnych S.A. with its registered office in Wroclaw, within the last 12 months, concluded with BRE Bank Spółka Akcyjna with its registered office in Warsaw contracts of the total value of PLN 92,000,000.00 (ninety-two million zlotys). The contract of the greatest value is:
recourse factoring agreement concluded on 10 May 2013 between BRE Faktoring Spółka Akcyjna with its registered office in Warsaw (hereinafter: “Factor”) and the Company (hereinafter: “Agreement”).
On the basis of the Agreement, the Factor provides factoring services consisting in the Factor’s purchasing accounts receivable with recourse against the Company, financing accounts receivable, keeping settlement accounts and sending reminders to entrepreneurs who are debtors of the Company on account of sale of goods, supply of goods or provision of services or are obliged to pay the price on account of sale of goods, supply of goods or provision of services, who as a result of the Factor’s purchasing of accounts receivable become debtors of the Factor.
The financing limit provided for in the Agreement is PLN 70,000,000.00 (in words: seventy million zlotys).
Collaterals:
1) Blank promissory note with the promissory note agreement,
2) assignment of claims from one of the bank accounts of the Company up to the amount of the Company’s debt under the Agreement.
Factoring interest shall be charged based on the variable WIBOR O/N rate, plus a fixed margin of the Factor.
The Agreement does not provide for any liquidated damages.
In order to perform the Agreement, the Company concluded with the Factor:
1. an agreement on assignment of undisputed future accounts receivable under:
a) Agreement no. 90/131/0003/11/I/I concluded on 30 June 2011 between the Company and PKP Polskie Linie Kolejowe S.A. with its registered office in Warsaw for design and performance of a reconstruction of the Łódź Widzew railway station and a part of the Łódź Fabryczna – Łódź Widzew route and modernisation of the detour route of Łódź Widzew – Łódź Chojny – Łódź Kaliska,
b) Agreement no. 90/132/0003/11/I/I concluded on 2 November 2010 between the Company and PKP Polskie Linie Kolejowe S.A. with its registered office in Warsaw for design and performance of construction works on the railway line Kraków – Medyka – state border on section Podłęże – Bochnia,
which the Company is entitled to receive from PKP Polskie Linie Kolejowe S.A.
2. an agreement on assignment of undisputed future accounts receivable under Framework agreement no. E/24/EH2/2013 concluded on 13 February 2013 between the Company and PKP Energetyka S.A. with its registered office in Warsaw for supply of 3kV DC switchgears, and individual contracts concluded based on the framework agreement. Future accounts receivable covered by the assignment shall be evidenced by invoices issued on the basis of the provisions of the Agreements referred to above, and the Assignor shall be entitled to receive such accounts receivable from PKP Energetyka S.A.
The factoring agreement shall be effective under the condition precedent that the Company obtains the consent of Alior Bank S.A. (the bank with which the Company has signed a credit agreement – Current report no. 24/2013 of 20 March 2013) with its registered office in Warsaw for concluding this Agreement and that a copy of this consent is provided to the Factor without undue delay.
The remaining terms and conditions of the Agreement are similar to those commonly used for these type of agreements.
An agreement is deemed to be a material agreement if its value exceeds 10% of the equity of Trakcja S.A.
Legal basis for the report: § 5, par. 1 point 3 of the Ordinance of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state.
