Final Sales Agreements Concluded for “Retro Office House” Office Building Situated in Wrocław and “Silesia Star” Office Buildings Situated in Katowice

With reference to the Current Report No. 12/2019 of 11/04/2019, the Management Board of LC Corp S.A. (“the Company”) informs that on 19/07/2019 entities controlled by the Company: i.e. LC Corp Invest XVII spółka z ograniczoną odpowiedzialnością Projekt 20 Sp. k. (“P20”) and LC Corp Invest XVII spółka z ograniczoną odpowiedzialnością Projekt 21 Sp. k. (“P21”), acting as sellers (collectively called “the Sellers”), and entities controlled by Globalworth Poland Real Estate N.V., i.e. Ingadi spółka z ograniczoną odpowiedzialnością (“Ingadi”) and Artigo spółka z ograniczoną odpowiedzialnością (“Artigo”) respectively, acting as purchasers (collectively called “the Purchasers”, with the Sellers and the Purchasers being hereinafter jointly referred to as “the Parties”), entered into final sales agreements (“the Final Sales Agreements”) as part of a single portfolio transaction between the groups of companies (“the Transaction”), under which:

1. Right of perpetual usufruct to the parcels of land located in Katowice, at Roździeński Avenue and Uniwersytecka Street including the right of ownership to two office buildings erected on the said land together with building structures known as the “Silesia Star” buildings, and tangible and intangible assets associated with the real property in question, was disposed of by P20 to Artigo (“the Transaction 1”, and
2. Right of ownership to the parcels of land located in Wrocław, at Piłsudski and Komandorska Streets including the office building situated on the said land together with building structures known as the “Retro Office House” building, and tangible and intangible assets associated with the real property in question, disposed of by P21 to Ingadi (“the Transaction 2”).

The total Transaction price amounted to EUR 113,175,000 (plus an appropriate amount of VAT and transaction costs), with the Transaction 1 price being set at EUR 54,375,000 (plus an appropriate amount of VAT and transaction costs) and the Transaction 2 price at EUR 58,800,000 (plus an appropriate amount of VAT and transaction costs).

Under the Final Agreements, the Parties have made and given representations and warranties to each other under rules which are commonly applied to this type of transactions.

Further, according to arrangements made between the Parties, the Sellers furnished the Purchasers with rent guarantees issued for a five-year period (covering, inter alia, not leased floor areas), secured by surety granted by the Company (as the surety of P20 and P21 acting as the Sellers and debtors). In relation to the aforesaid surety, the Company guaranteed that:

1. obligations and liabilities arising from the Final Agreements will be discharged by P20 and P21, and
2. obligations and liabilities of P20 and P21 relating to finish works to be done by tenants designated in the Final Agreements will be discharged by P20 and P21, and
3. obligations and liabilities of P20 and P21 arising from the rent guarantee agreements contemplated in the Final Sales Agreements will be discharged by P20 and P21, and
4. the Company will incur debts of P20 and P21 arising from obligations and liabilities of P20 and P21 under the Final Agreements and rent guarantee agreements if the Sellers have ceased their operations, have gone into liquidation or have been dissolved, which circumstances were described in the surety arrangements.

The Management Board of the Company further informs that the total Transaction price will be designated for the repayment of two loans taken out under agreements concluded by P20 with a bank Powszechna Kasa Oszczędności Bank Polski S.A., with its registered office in Warsaw, for the purpose of the construction of the “Silesia Star” buildings and a loan taken out under an agreement concluded by P21 with a bank mBank Hipoteczny S.A. , with its registered office in Warsaw, for the purpose of the construction of the “Retro Office House” building. The conclusion of the loan agreements by P20 and P21 and collateral for the said instruments was communicated by the Company’s Management Board in Current Reports: No. 041/2014 of 14/05/2014, No. 091/2014 of 28/10/2014, No. 60/2016 of 02/06/2016 and No. 120/2016 of 30/11/2016.

According to the Issuer, this Current Report constitutes inside information within the meaning of Article 7 of the MAR.

Legal basis: Article 17(1) in conjunction with Article 7(1a), (2), (3) and (4) of the Regulation of the European Parliament and of the Council (EU) No. 596/2014 of 16 April 2014 on market abuse (the Market Abuse Regulation) repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (“the MAR”) in relation to Article 2 and 3 of the Commission Implementing Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to the technical means for appropriate public disclosure of inside information and for delaying the public disclosure of inside information in accordance with Regulation (EU) No. 596/2014 of the European Parliament and of the Council.