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Acquisition of shares of Newind sp. z o. o. by Apator Rector Sp. z o.o.

Nr 20/2011
Date and time: 2011/05/26, 00:00
Category: Acquisition/sale of assets

The Executive Board of Apator SA announces that on the 25th May 2011 the subsidiary Apator Rector sp. z o.o. with headquarters in Zielona Góra concluded the conditional contract of the acquisition of 60% of shares of Newind sp. z o.o. with headquarters in Wrocław.The ownership of shares will be transferred with the moment of the fulfillment of the conditions that is withdrawal from the use of the pre-emption right by current partners of Newind sp. z o.o. and the payment made for the shares not later than the 30th June 2011.Newind sp. z o.o. provides with network solutions and solutions regarding integrated systems, integration of IT systems and their security, business software. Moreover the Company provides with services regarding the management of IT projects, audit of security of computer systems and technical support. The Company runs its business in sectors: protection of health, supplier of utility services, industry, transport and logistics, trade and services, public administration, uniform services and operation on foreign markets.Apator Rector sp. z o.o. deals with manufacturing, delivery and implementation of IT solutions necessary for the inventory and management of distribution branch networks.The Company offers comprehensive IT solutions for the suppliers of utility services (power engineering, gas engineering, water and sewage systems distribution companies, and heat engineering) and also telecommunication, medical rescue operation, and local government administration.In result of the acquisition of Newind sp. z o.o. Grupa Apator extends its trade offer in relation to the offer of Apator Rector sp. z o.o. particularly by products like software development, its selling and implementation in the area of utility services (power engineering, gas engineering, heat engineering, water systems) and telecommunication.The acquisition of Newind sp. z o.o. is for Grupa Apator a long term investment. The financial sources are own means of Apator Rector sp. z o.o. Share capital of Newind sp. z o.o. is 50 000 PLN and it is divided into 500 shares of nominal value of 100,00 PLN each.Apator Rector sp. z o.o. has purchased 300 shares from one natural person. The nominal value of one share is 100,00 PLN. The share price of one share is 579,00 PLN. The total value of purchase of the above shares is 173,700 000 PLN.The shares purchased are 60% of share capital of Newind sp. z o.o. and 60% of the total number of votes.On the 25th May 2011 Apator Rector sp. z o.o. made also the Investment Agreement with the current partners of Newind sp. z o.o. where among other things it predicts the increase of  current share capital of Newind sp. z o.o. from current value of 50 000 PLN to 1.500 000 PLN by establishment of additional 14.500 shares with the value of 100,00 PLN each. Apator Rector sp. z o.o. for the amount of 870 000 PLN will take 8.700 additional shares, maintaining 60% of shares in share capital and in number of votes.Moreover, the Agreement governs the purchase of outstanding 40% of shares by Apator Rector sp. z o.o. in 2014 but not earlier that after Ordinary Partners Meeting of Newind sp. z o.o. approving financial statement of the Company for financial year 2013.

 

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