M&A Activity • Jul 27, 2018
M&A Activity
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Conclusionof a final agreement on the sale of a real property - Symetris BusinessPark II in Łódź
Withreference to the information disclosed in current report No. 31/2016,the Management Board of Echo Investment S.A. (the "Issuer")reports that on26July 2018 the Issuer's subsidiary,SYMETRIS- PROJEKT ECHO - 131sp. z o.o. sp. k. acting as the seller,concluded a final agreement on the purchase of a real propertyconsisting of separate ownership of 12 premises located in a Stage IIbuilding constituting part of an office building complex, SymetrisBusiness Park, situated in Łódź at Aleia Marszałka Józefa Piłsudskiego88 (the "Real Property") with a subsidiary of EPP N.V. ("EPP"),FLAXTON INVESTMENTSsp. z o.o. sp. k., acting as the buyer (the "Agreement").
Thegross leasable area (GLA) of the Real Property (12 premises) amounts toapproximately 9,700m2, the generated annual net operatingincome (NOI) of the Real Property amounts to approximately EUR 1.6million, the weighted average unexpired lease term (WAULT) exceeds 9years, and the main tenant is Philips Polska sp. z o.o.
TheAgreement was concluded in performance of a preliminary conditionalagreement for the sale of the premises described in current report No.31/2016 following the satisfaction of the relevant conditions precedent.The terms and conditions of the Agreement are similar to the terms andconditions generally applied in such types of transactions. TheAgreement contains representations and warranties of the seller and thebuyer and relating to the liability of the parties that are standard forsuch types of transactions.
Withinthe transaction, the seller and the buyer concluded a rental guaranteeagreement (the "RGA"). The principal terms of the RGAprovide for a guarantee extended to the buyer regarding the seller'scoverage of rent payments and average service fees for sections of thebuilding that are not leased out to third parties as at the date ofsigning the Agreement.
Moreover,in connection with the Agreement, the parties thereto concluded amongothers:
(i)anescrow account agreement;
(ii)afit-out agreement;and
(iii)anunderstanding regarding the repayment of the profit participation loanextended by EPP (Cyprus) 2 Limited, a subsidiary of EPP.
Thepurchase price based on the calculation described in current report No.31/2016 was finally determined as EUR 19,089,012 plus VAT. Thepurchase price has been reduced by the amount of the rent-free periodsresulting from the signed lease agreements. The seller may obtainadditional payments pursuant to the fit-out agreement in the amount ofEUR 2,579,220 plus VAT and as a result of removing minor technicaldefects of a further EUR 192,988 plus VAT. Simultaneously, under the RGAthe seller is required to make to the buyer a one-off payment in theamount of EUR 2,120,695, and the charges related to vacant space (i.e.6% of the areas of the premises) will be settled over a period of threeyears.
Legalgrounds: Article 17(1) of the MAR - inside information.
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