Echo Investment S.A.

Related Party Transaction • Mar 29, 2019

Conclusion of a sale agreement concerning realproperty of a subsidiary of Echo Investment S.A., including land inWarsaw on which the development of Gatehouse Offices - the first officebuilding of the project Warsaw Brewery was made.

The Management Board of Echo Investment S.A. (the "Company")hereby informs that on 28 March 2019, the subsidiary of Echo InvestmentS.A., i.e. Dellia Investments - Projekt Echo - 115 spółka z ograniczonąodpowiedzialnością spółka komandytowa with its registered office inKielce, as the seller (the "Seller"), and a companyoperating under the laws of Luxembourg, Lux Europa III S.a r.l. (anentity managed by GLL Real Estate Partners), as the buyer (the "Buyer";the Buyer and the Seller will hereinafter jointly be referred to as the "Parties")entered into a final sale agreement concerning the Seller's realproperty (the "Final Agreement") (the "Transaction").

Subject of the transaction

Pursuant to the Final Agreement the Buyer purchasedthe real property of the Seller as well as other assets including inparticular:

(I)the right of perpetual usufruct of theplot of land no. 73/2 located in Warsaw at Grzybowska and Wronia Street(the "Land"), the right of ownership of the office andretail building located on this land and known as Gatehouse Offices (the"Building") and structures related to this landforwhich the District Court for Warsaw - Mokotów in Warsaw, 10thLand and Mortgage Register Department keeps the land and mortgageregisterno. WA4M/00459168/2.

(II)the ownership right to relevantmovables;

(III)the rights and obligations stemmingfrom the maintenance agreements and service agreements.

The Transaction does not cover any land, rights orobligations other than those related to the office building GatehouseOffices (Polish:Biura przy Bramie).

Price

The purchase price amount to EUR 73,133,802 net ofVAT. The building is fully leased. Based on completion of fit out worksin leased premises and fulfilment of other conditions set in the FinalAgreement the price can be increased to approx. EUR 76,100,000 net ofVAT. Additionally, the Buyer is obliged to perform at its own costfit-out works in not fitted-out premises, having the value of approx.EUR 700,000 net of VAT. The payment of the price increase is expected atthe turn of the third and the fourth quarter of 2019.

Rules of payment of the purchase price; securitycollateral

According to the Final Agreement, the purchase pricewill be paid in two tranches: first, in the amount of EUR 38,552,448.67net of VAT payable immediately following the execution of the FinalAgreement, and second, encompassing the remaining portion of thepurchase price payable following fulfilment of the conditions agreed bythe Parties, however not later than within 12 months from the executionof the Final Agreement. Together with the first tranche, the Buyer willpay to the Buyer the amount of the VAT due on the full purchase price.

As a security collateral for the payment of thesecond tranche of the purchase price as well as the payment of potentialprice increases, the Buyer established mortgages to the benefit of theSeller over the real property being subject of the Final Agreement aswell as submitted itself to voluntary enforcement pursuant toart.777 § 1 point 5 of the codes of civil proceedings.

Other information concerning the Transaction

Together with execution of the Final Agreement, theParties executed among other documents:

(I)a quality guarantee agreementconcerning the Building;

(II)a rental guarantee agreements aimed atcompensation to the Buyer of the shortfalls in operating income from theBuilding within the duration of the tenant's incentives under the leaseagreements.

Furthermore, the Company issued a guarantee securingthe payment by the Seller to the Buyer of the obligations of the Buyerresulting from the Final Agreement and the abovementioned agreements.