Conclusion of the final agreement for the sale ofthe real property Villa Offices (Biura przy Willi)inWarsaw
Legal basis: Art. 17.1 MAR - inside information
The Management Board of Echo Investment S.A. (Issuer)informs you that on 11 March 2021, a subsidiary of the Issuer, i.e.Dellia Investments - Projekt Echo - 115 sp. z o.o. sp.k. with itsregistered office in Kielce, as the seller (Seller) and theGerman law company APAK Grundstücksgesellschaft mbH & Co KG, an entitymanaged by an institutional real estate manager, as the buyer (Buyer,with the Buyer and the Seller jointly referred to as theParties),concluded a final agreement for the sale of a real property located inWarsaw which is in perpetual usufruct by the Seller (Agreement).
On the basis of the concluded Agreement, the Buyerpurchases the Seller's real property and other assets, including inparticular:
(a) theright of perpetual usufruct of the plots of land bearing registrationnumbers 13/22 and 13/23 located in Warsaw at Grzybowska Street, theownership of the office and service building erected on this land, knownas the Villa Offices (Building), along with the structureserected on this land for which the District Court for Warszawa-Mokotówin Warsaw, 10th Land and Mortgage Register Division keeps the land andmortgage register no. WA4M/00466975/4 (Real Property);
(b) theownership of the specified movable property;
(c) therights and obligations under maintenance and service contracts.
The Agreement was concluded in performance of thepreliminary conditional real property sale agreement concluded betweenthe Parties on 22 December 2020, after the fulfilment or waiver of therelevant conditions precedent. The provisions of the Agreement do notdiffer from the provisions used in these types of transactions. TheAgreement contains standard provisions for this type of transactionregarding representations and warranties of the seller and the buyer andregarding the Parties’ liability.
As part of the transaction, the Parties have alsoconcluded a building quality guarantee agreement (Quality GuaranteeAgreement) and a rental guarantee agreement (Rental GuaranteeAgreement). The basic provisions of the Quality Guarantee Agreementprovide for granting the Buyer a quality guarantee for the Building andstructures located on the Property. The basic provisions of the RentalGuarantee Agreement provide for a guarantee to the buyer that the sellerwill cover rent payments and service charges for individual parts of theBuilding that have not been rented to third parties as at the date ofsigning the Agreement and those that have been rented, but for whichrent reductions or rent-free periods (Rent-free Periods) havebeen applied.
The value of the transaction (Transaction Value)at the conclusion of the Agreement (Closing) was EUR86,672,757.00.
The amount to be paid at the Closing was calculatedon the basis of the Transaction Value reduced, inter alia, by the valueof the Rent-free Periods, the partial value of capitalized rents onpremises not handed over to tenants, the value of arrangement works, andother costs. As a result, the price payable at Closing was EUR69,319,539.00 plus VAT. After the space is handed over to all tenants ofthe Building, the price will be increased from the amount payable atClosing to EUR 76,572,405.00 plus VAT.
In addition, at the Closing, as part of the amount ofthe Transaction Value, the Seller received a separate fee related to thecompletion of arrangement works on the tenants' premises and the repairof defects in the total amount of EUR 4,599,169.00 plus VAT.