Aktuální report č. 69 / 2013

Consent granted by the Supervisory Board of Budimex SA to dispose of Budimex Danwood

The Management Board of Budimex SA (“Budimex”) publishes information whose announcement was delayed under Sec. 57 of the Public Offering Act, i.e. it announces that on 30 October 2013, the Supervisory Board of Budimex consented to the transfer by Budimex B Sp. z o.o. (100% subsidiary of Budimex SA) (“Budimex B”) of 100% shares in a subsidiary of Budimex – Budimex Danwood Sp. z o.o. with its registered office in Bielsk Podlaski (“Danwood”) to Barwick Investments Sp. z o.o. (a direct subsidiary of Polish Enterprise Fund VII LP) (“Transferee”).
The shares to which the said consent refers constitute 100% of the share capital of Danwood and give the right to 100% votes on the Danwood’s General Meeting.
The nominal value of the transferred shares is PLN 20,779,000. The carrying value of the said shares in accounting books maintained by Budimex B is PLN 238,600,000.
The Supervisory Board consented for the transaction to be conducted in two stages: (i) conclusion of an agreement requiring the ownership of shares to be transferred onto the Transferee, (ii) conclusion of a dispositive agreement, i.e. an agreement transferring shares onto the Transferee. In accordance with the agreement, Budimex is jointly and severally liable for the Budimex B’s obligations towards the Transferee.
The Share transfer price of approximately PLN 238,600,000 is payable by the Transferee on the day when the dispositive agreement is concluded, the price will be subject to adjustment equal to the difference between the estimated and the actual value of cash and working capital of Danwood as at 30 November 2013. The said adjustment will be settled by the parties to the transaction within 60 days after the conclusion of the dispositive agreement. 
No affiliation between Budimex, members of the Management Board and the Supervisory Board of Budimex, and the Transferee and officers or directors of the Transferee is known to exist.
The estimated value of the contract exceeds 10% of the equity of Budimex.