Acquisition of material assets
Current report 16/2010 dated 02.06.2010
Legal basis: Article 56 (1) (2) of the Act on Public Offering — current and periodic information
The Management Board of ATM S.A. in Warsaw hereby informs that the Company yesterday signed an agreement on transferring the right of perpetual usufruct and title to buildings from ATM Przedsiębiorstwo Produkcyjne Sp. z o.o. to ATM S.A., including 12,950 sq m real estate located in Warsaw, at 8a Jubilerska St., for the net price of PLN 25,500.000. This price was divided into 120 equal monthly installments, and the buyer is authorized for earlier repayment of the debt in total or in part, at own discretion, against no additional costs. Since the purchase price is repaid by means of installments, ATM S.A. shall pay an annual interest rate of 8% on the actual outstanding balance of the debt, no less than the average WIBOR interest rate plus 3%. The Company will finance the purchase of assets with own resources.
The purchased perpetual usufruct right was mortgaged for PLN 25,500,000 in favor of ATM Przedsiębiorstwo Produkcyjne Sp. z o.o. with registered office in Warsaw, as a collateral for debt repayment under the sales agreement.
The real estate acquisition by ATM S.A. is a vital investment associated with the launch of the construction of ATM Innovation Centre intended to provide data centre services (colocation and hosting), which are currently the most dynamically developing sector of telecommunication services offered by ATM S.A., under the brand of ATMAN.
The relations between ATM S.A. and ATM Przedsiębiorstwo Produkcyjne Sp. z o.o. are personal by nature: Tadeusz Czichon (Vice President of ATM S.A. Management Board), Dariusz Kiełkowski (Proxy at ATM S.A.) and Tomasz Tuchołka (Member of ATM S.A. Supervisory Board) are members of the Management Board and shareholders of ATM Przedsiębiorstwo Produkcyjne Sp. z o.o. In anticipation of any possible conflicts of interest, the resolution of ATM S.A. Management Board concerning this transaction was adopted with the exclusion of Tadeusz Czichon from voting, whereas Tomasz Tuchołka was excluded from voting on the resolution of the Supervisory Board supporting the transaction.
The assets were considered material assets because the real estate value exceeds 10% of the Issuer equity capital (individually).
Legal basis: Section 5 (1) (1) of the Ordinance of the Minister of Finance of February 19th, 2009 on current and periodic information published by issuers of securities and the conditions for regarding information required by the law of a non-member state as equivalent.
Roman Szwed — President of the Management Board,
Maciej Krzyżanowski — Vice-President of the Management Board