Signing of agreements to refinance the Company's debt

Current report 39/2016 dated 23.09.2016 15:45

Legal basis: Article 17 (1) MAR — confidential information

The Management Board of ATM S.A., Warsaw (hereinafter “the Company”) gives notice that documentation has been signed today concerning the refinancing of the Company’s debt. The parties to the transaction are the Company (as the receiver of credit) and the following banks (“the Banks”): mBank S.A. as credit agent and primary lender, and Bank Zachodni WBK S.A. as collateral agent and primary lender. The purpose of the transaction is to ensure the long-term financial security of the Company by bringing the size and structure of its outside capital financing into line with its needs. In addition, consolidation of ATM S.A.’s total debt within a consortium of two financial institutions will lead to a reduction in the operational burden resulting from current debt servicing. One of the elements of the transaction is the early repayment of existing debt on account of all loans made to the Company by mBank S.A., Bank Zachodni WBK S.A., Bank Millennium S.A. and Bank BGŻ BNP Paribas S.A. Debt arising from leasing arrangements is not covered by the refinancing — the Company will continue to pay its liabilities on that account in accordance with existing schedules.

The agreement signed today on credit and guaranteed lines (“Credit Agreement”) includes:

5-year fixed-term credit to a maximum sum of PLN 110,000,000
5-year fixed-term investment credit to a maximum sum of PLN 20,000,000
2-year current account credit to a maximum sum of PLN 20,000,000
Guaranteed lines to a maximum sum of PLN 6,000,000

In addition the Company has signed agreements with the Banks under which transactions will be undertaken to hedge against the risk of changes in interest rates.

The aforementioned financing will be used for:

  • Repayment of the whole of the existing debt (except for that arising from leasing arrangements)
  • Financing or refinancing of capital expenditure to a level of up to 100%
  • Financing of the Company’s current operating activity
  • Issuing of guarantees relating to the Company’s operating activity

The Company expects the first funds to become available not later than the end of September 2016.

On account of the transaction the Company will incur the standard costs for agreements of this type, including one-off costs, and will also incur current costs of debt servicing – the interest on the credit is set on the basis of the WIBOR 1M rate plus the banks’ margin. The Company will not incur any costs on account of the early repayment of existing debt.

Collateral for the refinancing transaction will be provided as is standard for transactions of this type, including:

  • Establishment of mortgages on the Company’s real estate
  • Establishment of a registered pledge on the Company’s movable assets
  • Establishment of registered and financial pledges on the Company’s bank accounts
  • An agreement providing the global assignment of rights under commercial contracts

The agreements do not contain contractual penalties or any terms deviating from what is normal for agreements of this type.

Sylwester Biernacki — President of the Management Board,
Tomasz Galas — Vice President of the Management Board