CR 53/2016 Annex to material agreement

 

Annex to material agreement         


Current Report No.: 53/2016

Date: 28.10.2016; 19:09

 

With reference to Current Report No.: 48/2016 The Management Board of LPP SA announces that today LPP SA and Raiffeisen Bank Polska SA signed an annex to the debt limit (multi-purpose) agreement dated 12 July 2002.

Under the annex, the total limit of PLN 280 million was established for the use of individual products (unchanged compared to the previous annex), and the period for the use of individual products was extended:

  • overdraft facility – by 30 November 2017
  • revolving loan – by 29 November 2017
  • limit under which the guarantees to LPP SA and its subsidiaries will be released – by 29 November 2019
  • limit under which letters of credit will be opened – by 30 November 2018

The remaining terms and conditions of the agreement remain unchanged.

The agreement was entered into on arm’s length basis.

 

CR 53 2016 Annex to material agreement

CR 52/2016 Selected preliminary consolidated financial data of LPP Capital Group for the third quarter of 2016

 

Current report no.: 52/2016

Date: 27.10.2016

 

Selected preliminary consolidated financial data of LPP Capital Group for the third quarter of 2016         

 

The Management Board of LPP SA hereby announces selected preliminary consolidated financial data of LPP SA Capital Group:

For the third quarter of 2016:

  • Sales revenues: PLN 1,488 million,
  • Gross profit on sales: PLN 701 million,
  • SG&A costs: PLN 662 million,
  • Operating profit (EBIT): PLN 4.8 million,
  • Pre-tax loss: PLN 3 million,
  • Net loss: PLN 6 million

For period from 01.01.2016 till 30.09.2016:

  • Sales revenues: PLN 4,166 million,
  • Gross profit on sales: PLN 1 992 million,
  • SG&A costs: PLN 1 909 million,
  • Operating profit (EBIT): PLN 27 million,
  • Pre-tax profit: PLN 16.7 million,
  • Net profit: PLN 17.7 million

Selected balance sheet data as at 30.09.2016:

  • Inventories: PLN 1,438 million (approx. PLN 1,664/m2)
  • Loan liabilities: PLN 913 million
  • Cash: PLN 266 million

The increase in sales revenue in the third quarter of 2016 was 18% compared with the same period last year. Sales in comparable stores (LFL) in local currencies in the third quarter of 2016 increased by 9.2%, and cumulatively for the three quarters of 2016 by 7%.

Trade margin in the third quarter was 47.1% and was lower by 5.5 pp year-on-year due to significant sales of goods in the SS16 collection in July and August 2016.

The Company recognised provisions and impairment losses on account of closing the Tallinder brand in the total amount of PLN 24.5 million in the operating expenses and other operating expenses for the third quarter of 2016.

Operating profit for the third quarter of 2016 amounted to PLN 4.8 million.

The balance of financial income and expenses in the third quarter of 2016 was negative and amounted to PLN 8 million.

In the third quarter of 2016, LPP recorded a net loss of PLN 6 million.

 

The calculations of these data have been made according to the current knowledge of the Management Board.

Please also note that a detailed financial report will be published on 14th November 2016.

 

CR 52 2016 Selected preliminary consolidated financial data of LPP Capital Group for the third quarter of 2016

CR 51/2016 Early repayment of an investment loan order

 

Early repayment of an investment loan order


Current Report No.: 51/2016

Date: 25.10.2016; 14:15

 

The Management Board of LPP SA (the Issuer, the Company) hereby informs that on 25 October 2016 the Company made an order for the early repayment of the investment loan granted to LPP SA by PKO Bank Polski SA (the Bank) under the Agreement of 13 August 2008.

According to the previous arrangements, the term of the above mentioned Loan Agreement has been the end of 2017.

As of the date of placing the order for the early repayment of debt under the above mentioned Agreement, the value of the loan is PLN 45 million.

According to the order issued, the loan repayment will take place on 30 November 2016, and thus on the above mentioned date the Agreement shall be terminated.

The Issuer announced the conclusion of the Investment Loan Agreement and making significant amendments to the Agreement in particular in the current reports No. 50/2008 of 13 August 2008, 29/2012 of 29 June 2012, and 35/2012 of 20 August 2012.

 

CR 51 2016 – Early repayment of an investment loan order

 

CR 50/2016 Notice of the change in the rights attached to the Issuer’s securities

Notice of the change in the rights attached to the Issuer’s securities

 

Current report no.: 50/2016

Date: 21.10.2016; 19:10

 

The Management Board of LPP SA in Gdansk (the “Issuer”) announces that on 21 October 2016, it received information about conversion of part of series A subscription warrants into series L shares in the share capital of LPP SA as indicated below:

1) indication of the Issuer’s securities with attached rights subject to conversion, including their number

Authorized entity exercised its right attached to 4,084 (four thousand eighty four) series A subscription warrants to convert them into 4,084 (four thousand eighty four) series L shares in the Issuer’s share capital.

2) legal basis for the action taken as well as the content of resolutions of the Issuer’s competent authorities, pursuant to which the conversion of the rights of the Issuer’s securities took place

Conversion of series A subscription warrants into series L ordinary bearer shares, with a nominal value of PLN 2 (two zloty) each, in the Issuer’s share capital is made under the conditional share capital increase made pursuant to:

  • provision Section 51.1(b), Section 51.3, Section 51.6 and Section 51.7 of the Articles of Association,
  • Resolution 27 of Annual General Meeting of LPP SA dated 27 June 2011 regarding: (i) the issue of series A subscription warrants with the right to acquire series L shares, (ii) conditional share capital increase, (iii) exclusion of pre-emptive rights to series A subscription warrants and pre-emptive rights to series L shares, (iv) authorisation for the Company ‘s authorities, (v) amendment to the Articles of Association,
  • Resolution 24 of the Annual General Meeting of LPP SA dated 26 June 2015 regarding the amendment of Resolution 22 of the Annual General Meeting of LPP SA dated 27 June 2011 regarding: (i) the issue of series A subscription warrants with the right to acquire series L shares, (ii) conditional share capital increase, (iii) exclusion of pre-emptive rights to series A subscription warrants and pre-emptive rights to series L shares, (iv) authorisation for the Company ‘s authorities, (v) amendment to the Articles of Association,
  • Resolution 21 of the Annual General Meeting of LPP SA dated 27 June 2011 regarding the adoption of the incentive programme for key managers of the Company for the years 2011-2014,
  • Resolution 23 of the Annual General Meeting of LPP SA dated 26 June 2015 regarding the amendment of Resolution 21 of the Annual General Meeting of LPP SA dated 27 June 2011 regarding the adoption of the incentive programme for key managers of the Company for the years 2011-2014,

Exercise of the rights attached to the series A subscription warrants to series L bearer ordinary shares requires no additional resolutions issued by the Issuer’s authorities, except for the adoption of a resolution of the Issuer’s Management Board specifying the amount of share capital following the conversion. After the entitled entity announced its acquisition of 4,084 L series shares in exchange for the owned 4,084 series A subscription warrants, the Issuer’s Management Board adopted a resolution specifying the amount of share capital and the respective modification of the Articles of Association as follows:

“In connection with the share capital increase through the issue of Series L Shares, under the conditional share capital increase referred to in Section 51.1(b) of the Articles of Association, by converting part of Subscription Warrants into Series L Shares, the current wording of Section 5.1 and Section 5.2 of the Company’s Articles of Association is changed in such a way that they receive the following wording:

  1. The Company’s share capital amounts to PLN 3,678,582 (three million six hundred seventy eight thousand five hundred eighty two zloty) and is divided into: 350,000 (three hundred fifty thousand) registered shares and 1,485,207 (one million four hundred eighty five thousand two hundred and seven) bearer shares with the nominal value of PLN 2.00 (two zloty) each.
  2. The Company has issued:
  • 100 (one hundred) series A bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 350,000 (three hundred and fifty thousand) series B registered shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 400,000 (four hundred thousand) series C bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 350,000 (three hundred and fifty thousand) series D bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 56,700 (fifty six thousand seven hundred) series E bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 56,700 (fifty six thousand seven hundred) series F bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 300,000 (three hundred thousand) series G bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 190,000 (one hundred and ninety thousand) series H bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 6,777 (six thousand seven hundred and seventy seven) series I bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 40,000 (forty thousand) series J bearer shares, with a nominal value of PLN 2.00 (two zloty) each,
  • 80,846 (eighty thousand eight hundred and forty six) series K bearer shares, with the nominal value of PLN 2.00 (two zloty) each,
  • 8,168 (eight thousand one hundred sixty eighty) series L bearer shares, with a nominal value of PLN 2.00 (two zloty) each.”

3) full description of the rights attached to shares before and after the conversion in terms of changes

Following the exercise of the right to convert 4,084 series A subscription warrants to the same number of series L ordinary bearer shares, the said subscription warrants expire and cease to exist, whereas the ordinary bearer shares are created in the Issuer’s share capital.

Increase of the share capital takes place upon acquisition and the issuance of shares, whereas notification to the registration court takes place after that date. Following the conversion, the Issuer’s share capital amounts to PLN 3,678,582 (three million six hundred seventy eight thousand five hundred eighty two zloty) and is divided into: 350,000 (three hundred fifty thousand) registered shares and 1,485,207 (one million four hundred eighty five thousand two hundred and seven) bearer shares. Hence, the total number of votes at the General Meeting amounts to 3,239,291 (three million two hundred thirty nine thousand two hundred ninety one). The new series L shares represent 0.2% (two tenths percent) of the Issuer’s share capital and 0.1% (one tenth of a percent) of the total number of votes at the Issuer’s General Meeting.

The Issuer indicates that the first portion – 4 084 series A subscription warrants have already been converted into the same number of series L shares (see current report No. 02/2016 dated 8 January Regarding 13,132 series A subscription warrants, no conversion has been exercised into series L shares.

 

CR 50 2016 – Notice of the change in the rights attached to the Issuer’s securities

CR 49/2016 Revenues from sales generated by LPP SA Capital Group in September 2016

 

Revenues from sales generated by LPP SA Capital Group in September 2016  


Current report no.: 49/2016

Date: 03.10.2016; 14:37

 

The Management Board of LPP SA hereby informs that consolidated revenues from sales of LPP SA Capital Group generated in September 2016 totaled about PLN 457 million and were higher about 20% in comparison with the revenues generated in September 2015.

Estimated gross margin on sales would be 59% and was higher to gross margin on sales achieved in September in the previous year about 1 percentage point.

In the period between January and September 2016 consolidated revenue from sales totaled about PLN 4 164 mln and were higher about 17% as compared with the revenue generated in the corresponding period in the previous year.

The E-commerce revenues from sales in September 2016 totaled about PLN 11.6 mln and were higher about 97% in comparison to September 2015.

In the period January – September 2016 the E-Commerce revenues from sales totaled about 100 mln PLN and were higher by 102% year over year.

The commercial area at the end of September 2016 was about 888 thousand of square meters and was about 12% higher as compared to the end of September 2015.

 

CR 49 2016 Revenues from sales generated by LPP SA Capital Group in September 2016

CR 48/2016 Annex to material agreement

Annex to material agreement     


Current Report No.: 48/2016

Date: 30.09.2016; 15:08

 

The Management Board of LPP SA announces that today LPP SA and Raiffeisen Bank Polska SA signed a technical annex to the debt limit (multi-purpose) agreement dated 12 July 2002.

Under the annex, the total limit of PLN 280 million was established for the use of individual products (unchanged compared to the previous agreement), and the period for the use of individual products was extended:

  • overdraft facility – by 31 October 2016
  • revolving loan – by 28 October 2016
  • limit under which the guarantees to LPP SA and its subsidiaries will be released – by 31 October 2017
  • limit under which letters of credit will be opened – by 31 October 2017

The remaining terms and conditions of the agreement remain unchanged.

Within the next month, the Company intends to sign another annex to the loan agreement dated 12 July 2002 with Raiffeisen Bank Poland SA extending the use of the loan for another year.

The agreement was entered into on arm’s length basis.

The issuer provides the above information to the public because in its opinion the value of the agreement meets the criterion of being deemed a material agreement.

 

CR 48 2016 Annex to material agreement