Alma – delicatessen

Significant agreement

Report number: RB 05/2010   Report created: 2010-04-21  

The Board of Directors of ALMA MARKET SA with its registered seat in Krakow (“Company”) hereby informs that on day 20th April 2010, on basis of change of the agreement of company: Nowy Targ – AM1 Spółka z ograniczoną odpowiedzialnością spółka komandytowa (“Sp.Kom”) signed with AM1 Sp. z o.o., the Company has contributed to Sp.Kom. a contribution in kind, that is land situated in Nowy Targ together with property right to buildings and infrastructure erected on those properties, with its total value of PLN 31 473 thousand; On the same day, as an execution of the commitment of contribution in kind, the Company has signed with Sp.Kom. an agreement concerning transfer of the rights mentioned above (agreement of disposal)   

Sp.Kom. is entity controlled by the Company in 100%, as the Company is the partner called “komandytariusz” and AM1 Sp. z o.o., which is the subsidiary of the Company (the Company has informed about establishing of this entity in current stock report No 9 dated 17.02.2009) is the partner called “komplementariusz”. Company’s share in Sp.Kom. profit is 99.5% and AM1 Sp. z o.o.’s share is 0.5%.

Together with above mentioned, lease agreement between the Company and Sp.Kom. was signed. On basis of these agreement the Company becomes tenant of above mentioned properties in Nowy Targ, where its business activity in not changed form of ALMA Delicatessens is being continued. Lease agreement has been signed according to arms' length principle.

In reference to information passed on in the last financial reports, signed agreement is the element of Company’s development plan, that include sale of possessed properties to special purpose vehicles (SPV) companies, which gives the possibility of refinancing on those assets. Realization of those plans will allow the Company, due to its basic business activity, to focus on development and management of ALMA Delicatessens chain. Properties transferred to special purpose vehicles can be exploited more effectively. From the point of view of the whole ALMA MARKET SA capital group, separated in particular entities groups of assets, that constitute various segments of activity, can be easily sold and the creation of special purpose vehicles gives more flexibility of their business use.     

The criteria for recognizing agreement as the significant one is the value of the subject of the agreement exceeding the value of 10% equity of the Company.

Legal Basis:
§5, sec. 1, pt 1) and 3) and §7 and §9 of the Ordinance of the Minister of Finance on current and periodical information provided by issuers of securities and conditions on recognizing for equivalent information required by the law of the non member state dated 19th February 2009