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Conclusion of a Significant Agreement and Creation of a Financial Pledge on Assets of Significant Value


The Management Board of LC Corp S.A. ("the Issuer") reports that today, i.e. 6 December 2013, the Issuer concluded the Agreement on the creation of a financial pledge on the registered shares of Sky Tower S.A. ("the Agreement"), with the Issuer, as a Pledgor, and Getin Noble Bank S.A., with its registered seat in Warsaw, as Pledgee 1, and Alior Bank S.A., with its registered office in Warsaw, as Pledgee 2, being the parties thereto.
The financial pledge was created to secure the non-current investment loan granted to Sky Tower S.A., with its registered office in Wrocław ("Sky Tower"), by the banks referred to above, of which the Issuer informed today in Current Report No. 73/2013.
Pursuant to the Agreement the Issuer creates for Pledgee 1 and Pledgee 2 financial pledges on 23,000,000 (say: twenty three million) Series B registered shares of Sky Tower, having a par value of PLN 1 (say: one zloty) each, which represent in total 99.57% of the share capital of Sky Tower and 99.57% of the total vote at its general meeting ("the Shares"), for up to the maximum amount of security of EUR 90,000,000 (say: ninety million euro) ("Pledges"). The Pledges were established under the condition precedent that the Issuer would acquire all shares of Sky Tower, i.e. Series A and Series B shares.
Today, i.e. 6 December 2013, the Issuer acquired from LC Corp B.V., with its registered office in Amsterdam, all shares of Sky Tower, of which it informed in Current Report No. 73/2013 of 6 December 2013, and thus the condition precedent, referred to hereinabove, was fulfilled and the Pledges were created. The pledges will expire concurrently with the finality of the decision of the court of registration of 2 December 2013 on the entry of the registered pledge on the Shares, created for Pledgee 1 and Pledgee 2, pursuant to the agreement concluded with LC Corp B.V., with its registered office in Amsterdam, on 28 November 2013.
The Agreement does not contain any provisions on contractual penalties.
The criterion for recognising the Agreement as significant has been met as its value exceeds 10% of the Issuer's equity.
The criterion for recognising the Shares as a significant asset has been fulfilled as their value exceeds 10% of the Issuer's equity.
Leszek Czarnecki, Ph.D., and Remigiusz Baliński are members of the Supervisory Board of both the Issuer and Pledgee 1.
Furthermore, the Issuer and Pledgee 1 are joint subsidiary undertakings of LC Corp B.V. and its parent entity, Leszek Czarnecki, Ph.D.
Legal basis: art. 5.1.1 and 5.1.3 of the Regulation of the Minister of Finance (Dz. U. /Journal of Laws/ No. 33, item 259, as amended) of 19 February 2009, on current and periodic information published by issuers of securities and the conditions for recognising as equivalent the information required under the provisions of law of a non-member state.