Save! +

Remove!

September 24, 2020 / 18:02

34/2020 Conclusion of the overdraft agreement, Annex 7 to the Credit Limit Agreement of May 25, 2017 and disclosure of delayed confidential information

Regulatory filing

The Management Board of Agora S.A. with its seat in Warsaw ("Agora", "Company") informs that on September 24, 2020, the Company concluded an overdraft agreement for PLN 65.0 million ("Overdraft Agreement") and Annex No. 7 to the Credit Limit Agreement of May 25, 2017 ("Annex No. 7"). The company informed about the conclusion of the Credit Limit Agreement in the current report 6/2017 of May 25, 2017 and about changes thereto in reports no. 13/2018 of May 18, 2018, and no. 8/2019 of March 29, 2019, no. 24/2019 of August 29, 2019, no. 28/2019 of December 23, 2019, no. 12/2020 of March 29, 2020 and no. 17/2020 of April 24, 2020.

At the same time, the Management Board of the Company informs that the process of concluding the Overdraft Agreement and Annex No. 7 was considered a process extended in time. In the course of this process, the Company identified an intermediate stage which itself met the criteria for being classified as confidential. Providing confidential information about the occurrence of an intermediate stage in the process of concluding the Overdraft Agreement and Annex No. 7 was delayed until the conclusion of the Overdraft Agreement and Annex No. 7 pursuant to Art. 17 sec. 1 and 4 of the Regulation of the European Parliament and of the Council No. 596/2014 of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6 / EC of the European Parliament and of the Council and Commission Directive 2003/124 / EC, 2003/125 / EC and 2004/72 / EC ("MAR Regulation") and Art. 4 of the Commission Implementing Regulation (EU) 2016/1055 of June, 29 2016 laying down implementing technical standards with regard to the technical conditions for proper disclosure of inside information to the public and delaying the disclosure of inside information to the public in accordance with the Regulation of the European Parliament and of the Council (EU) No. 596/2014 ("Executive Regulation") due to the protection of the legitimate interests of the Issuer, i.e. the risk of a negative impact of providing information on the possibility of concluding the Credit Agreement and Annex No. 7. The intermediate stage referred to above was agreeing on the content of the letter of intent with DNB Bank Polska SA on indicative financing conditions for Agora S.A. with a guarantee of repayment of 80% of the loan value by Bank Gospodarstwa Krajowego ("BGK") on July 29, 2020 and an amendment to the Credit Limit Agreement of May 25, 2017.

Pursuant to the signed Overdraft Agreement and Annex No. 7, and after meeting the conditions for establishing legal security for the repayment of the loan and meeting other requirements usually applied when granting loans of a comparable amount, the Company will have an available overdraft facility up to a total amount of PLN 100.0 million. ("Credit"). The financing conditions granted under the Ovedraft Agreement and Annex 7 are identical.

The funds from the credit facility can be used to finance Agora's day-to-day operations, including replacement and development investments, excluding refinancing of other debt.

The funds under the Overdraft Agreement are available till September 22, 2022, and under Annex No. 7 till September 28, 2022.

The collaterals for the financing granted are typical for these agreements and, in accordance with the provisions of the Overdraft Agreement and Annex No. 7 include i.a. a declaration of voluntary submission to enforcement by the Company, a contractual mortgage established for the benefit of the Bank on real estate located in Warsaw at 8/10 Czerska Street, on the real estate of which the Company has the right of perpetual usufruct and the ownership of the building located thereon, transfer of rights under the insurance policy on the above real estate, pledge on shares / stocks of subsidiaries and a guarantee of Bank Gospodarstwa Krajowego under the PLG FGP portfolio guarantee line secured with a blank bill of exchange covering 80% of the overdraft facility amount.

The margin on overdraft facilities is set at a constant level not deviating from the market standards and reflects the financial position of the Company as well as collaterals provided to the Banks, while the margin on non-revolving loans granted under the agreement of May 25, 2017 will depend on the Company's debt ratio in relation to EBITDA topped up by received dividends. The amount of the fee under BGK's guarantee is in line with the standard values adopted by BGK and reflects the assessment of Agora's financial standing. In addition, during the financing period, the Company is required to maintain at an agreed level the financial ratios relating to investment expenditure, turnover of receivables, receivables write-offs, impairment losses on property, plant and equipment, investments and intangible assets, as well as EBITDA increased by received dividends. In addition, the Company is obliged, inter alia, to obtain the Bank's consent to pay dividends, implement the share buyback program, make acquisitions, sell shares in subsidiaries or incur additional financial liabilities by the Company and its selected subsidiaries. Nor can it encumber its fixed assets.

The value of the financing granted may be reduced if the Company does not receive the forecasted dividends and at the same time fails to achieve the forecasted EBITDA result increased by the dividends received. The Bank may also decide not to pay the funds under the Ovedraft in the event of a change in control over the Company.

The credit will bear interest at the WIBOR rate for one-month deposits in PLN increased by the Bank's margin. In the event of a breach of the contract, the Bank may, inter alia, increase the margin, and in the event of overdue debt, it will charge the Company with interest increased by the Bank's margin. In addition, the Agreement does not contain provisions on contractual penalties.

Content of delayed confidential information:

The Management Board of Agora S.A. with its registered office in Warsaw ("Agora", "Company") informs that on July 29, 2020, a letter of intent was agreed with DNB Bank Polska S.A. with its seat in Warsaw ("DNB"; "Bank") on the preliminary financing conditions for Agora S.A. with a loan repayment guarantee by Bank Gospodarstwa Krajowego ("BGK") and amendments to the credit limit agreement, about which Agora informed in the current report 6/2017 of May 25, 2017.

The value of the new overdraft facility with a BGK guarantee, which the parties are discussing, is PLN 65.0 million to be used for 24 months from the date of signing the loan agreement.

Acquired financing may be used to finance general corporate purposes of the Company, including replacement and development expenses, excluding refinancing of other debt.

The terms of the above-mentioned financing will also include financing available under the credit limit agreement referred to in the current report no. 6/2017 dated May, 25 2017. On the basis of the above agreement the Company has at its disposal credit line in the amount of PLN 35.0 million, available until September 29, 2020. The parties plan to extend the availability of the above loan in the amount of PLN 35.0 million for another 24 months from the date of signing the loan agreement and securing its repayment with the guarantee by BGK.

In both cases, negotiated collateral is typical for this type of contract and includes a contractual mortgage on the Company's real estate at ul. Czerska 8/10 in Warsaw, pledge on shares of subsidiaries, or the Bank's consent to the payment of dividends. 80% of the loan value will be secured by a BGK guarantee.

The margin on the granted credit will depend on the Company's debt ratio in relation to the EBITDA result increased by the received dividends. In addition, during the financing period, the Company is required to maintain at an agreed level the financial ratios relating to investment expenditure, turnover of receivables, receivables write-offs, impairment losses on property, plant and equipment, investments and intangible assets, as well as EBITDA increased by received dividends. The value of the financing granted may be reduced if the Company does not receive the forecasted dividends and at the same time fails to achieve the forecasted EBITDA result increased by the dividends received.

The company will inform in a separate current report about the possible finalization of negotiations on financing, financing conditions and signing of relevant documents.

Legal basis: art. 17 sec. 1 of the Regulation of the European Parliament and of the Council (EC) No 596/2014 of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6 / EC of the European Parliament and of the Council and Commission Directive 2003 / 124 / EC, 2003/125 / EC and 2004/72 / EC (Journal of Laws EC L 173 of June 12, 2014).

Go back

Breaking news

Contact us

Phone: 22 555 60 00

Phone: 22 555 60 01

press@agora.pl

Info box

Quotations

AGO

11,04 zł

0,36%

Download

Company data

34/2020 Conclusion of the overdraft agreement, Annex 7 to the Credit Limit Agreement of May 25, 2017 and disclosure of delayed confidential information

NEWSLETTER