Echo Investment S.A.

M&A Activity • Aug 5, 2021

Conclusion of the agreement for the sale of thereal property Malthouse Offices (Biura przy Warzelni)inWarsaw

The Management Board of Echo Investment S.A. (Issuer)informs you that on 5 August 2021, a subsidiary of the Issuer, i.e.Dellia Investments - Projekt Echo - 115 sp. z o.o. sp.k. with itsregistered office in Kielce, as the seller (Seller) and a Germanlaw company Westinvest Gesellschaft für Investmentfonds mbH, a member ofDeka Immobilien group, as the buyer (Buyer, with the Buyer andthe Seller jointly referred to as theParties), concluded anagreement for the sale of a real property located in Warsaw which is inperpetual usufruct by the Seller (Agreement).

On the basis of the concluded Agreement, the Buyerpurchased the Seller's real property and other assets, including inparticular:

(a)theright of perpetual usufruct of the plots of land bearing registrationnumbers 13/25 and 13/21 located in Warsaw at Grzybowska Street, theownership of the office and service building erected on this land, knownas the Malthouse Offices, the ownership of the service building erectedon this land, known as the Time Cellars and the ownership of the servicebuilding erected on this land, known as the Malthouse (the MalthouseOffices, the Time Cellars and the Malthouse are jointly referred to astheBuildings), along with the structures erected on this landfor which the District Court for Warszawa-Mokotów in Warsaw, 10th Landand Mortgage Register Division keeps the land and mortgage register no.WA4M/00466975/4 (Real Property);

(b)theownership of the specified movable property.

The provisions of the Agreement do not differ fromthe provisions used in these types of transactions. The Agreementcontains standard provisions for this type of transaction regardingrepresentations and warranties of the seller and the buyer and regardingthe Parties' liability.

As part of the transaction, the Parties have alsoconcluded a building quality guarantee agreement (Quality GuaranteeAgreement), a rental guarantee agreement (Rental GuaranteeAgreement) and a master lease agreement (Master Lease Agreement).The basic provisions of the Quality Guarantee Agreement provide forgranting the Buyer a quality guarantee for the Buildings and structureslocated on the Property. The basic provisions of the Rental GuaranteeAgreement provide for a guarantee to the buyer that the seller willcover rent payments and service charges for individual parts of theBuildings that have not been rented to third parties as at the date ofsigning the Agreement and those that have been rented, but for whichrent reductions or rent-free periodshavebeen applied. The basic provisions of the Lease Agreement provide for alease to the Issuer of the space at the Time Cellars and the Malthousebuildings designated for the Issuer's subtenants to conduct therestaurant business.

The value of the transaction (Transaction Value)at the conclusion of the Agreement (Closing) was EUR152,320,832.00.The amount to be paid at the Closing was calculated on the basis of theTransaction Value reduced, inter alia, by the value of the rent-freeperiods, rent reductions, the value of arrangement works, and othercosts. As a result, the price payable at Closing was EUR 128,941,337.00plus VAT.

In addition, after the Closing, as part of the amountof the Transaction Value, the Seller will receive a separate fee relatedto the completion of arrangement works on the tenants' premises and therepair of defects in the total amount of EUR 15,034,505.00plusVAT.