The Management Board of Summa Linguae S.A., based in Krakow, ("Company") hereby announces that on 19 November 2018, the Company concluded with its partners - Kommunicera Communications AB, based in Gothenburg - an agreement on acquisition of shares in KCAB ("Agreement").

Pursuant to the Agreement, the Company will acquire a total of 100 KCAB shares with a par value of SEK 1,000.00 (PLN 420.3 converted at the average exchange rate of the National Bank of Poland as at 19 November 2018: SEK 1 = PLN 0.4203) each ("Shares") from the shareholders of KCAB. The Shares constitute 100% of the share capital of KCAB. The Shares will be acquired by the Company for a total price of SEK 17,500,000 (PLN 7,355,250 converted at the average exchange rate of the National Bank of Poland as at 19 November 2018: SEK 1 = PLN 0.4203) ("Price"). The price will be paid by the Company in instalments in accordance with the following schedule: the first instalment of SEK 8,750,000 (PLN 3,677,625 converted at the average exchange rate of the National Bank of Poland as at 19 November 2018: SEK 1 = PLN 0.4203) will be paid at the closure of the transaction on 27 November 2018 ("Closing Date"), and the second instalment in the amount of SEK 8,750,000 will be paid by 30 November 2019.

The ownership of the Shares will be acquired by the Company on the Closing Date, provided that the Company fulfils its contractual obligations to be completed by the Closing Date, in particular the payment of the first instalment of the Shares' price, changes to the KCAB's management board and the establishment of a pledge on the Shares. Under the Agreement, the Company has undertaken to conclude a pledge agreement with the shareholders of KCAB, pursuant to which a pledge on 49% of the Shares will be established for the shareholders of KCAB. The Pledge is to secure the execution by the Company of its cash obligations under the Agreement.

The Shares will be purchased using the Company's own funds and a loan about which the Company informed in Current Report 31/2018 of 16 November 2018.

The Company informed about the conclusion of a heads of terms document regarding the acquisition of KCAB in Current Report 18/2018 of 22 June 2018 and in Current Report 25/2018 of 26 September 2018.

The Agreement is significant for the Company because it leads to the implementation of the next stage of its strategy of development through acquisitions and mergers. The Company has been implementing this strategy consistently since the beginning of its operations. The next international acquisition enables the Company to mark its wider presence on the global translation market and greater recognition among global customers.

The Agreement also meets the financial criterion of a significant agreement, as the price of the Shares exceeds the significance criterion specified in the Disclosure Policy published in Current Report 2/2018 of 31 January 2018 ("Disclosure Policy"). The Shares have been recognized as significant assets due to the fact that their value exceeds the significance criterion specified in the Disclosure Policy.

Legal grounds: Article 17(1) of MAR

The Company's representatives:

Krzysztof Zdanowski, President of the Management Board

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Summa Linguae SA published this content on 06 December 2018 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 06 December 2018 14:16:03 UTC