RB: 4/2019
Date: 16 January 2019
Execution of an annex to the preliminary agreement with Platinium Wellness sp. z o.o. and execution of preliminary agreement with Mr Bartosz Gibała
Legal basis: Article 17 Sec. 1 MAR - inside information 

Text of the report:

Further to current report No. 43/2017 of 23 August 2017, the Management Board of Benefit Systems S.A. with its registered seat in Warsaw (the “Issuer”) hereby announces that on 16 January 2019, the Issuer and its subsidiary, i.e. Fitness Place sp. z o.o. with its registered seat in Warsaw, as the purchaser (the “Purchaser”) entered into annex (the “Annex”) to the preliminary conditional agreement for sale of the organized parts of the enterprise in the form of fitness clubs of 23 August 2017 (“Agreement I”) with Platinium Wellness sp. z o.o. with its registered seat in Kraków as the seller.

The Issuer hereby also announces that on 16 January 2019, preliminary conditional agreement for sale of the organized part of enterprise in the form of fitness club (“Agreement II”) was entered into among the Issuer, the Purchaser, and Mr Bartosz Gibała, conducting business activity under the name of Bartosz Gibała Platinium with its registered seat in Kraków (the “PBG”).

In accordance with the original content of Agreement I in its wording of 23 August 2017, the parties were obliged to enter into final agreement for sale until 30 June 2019, whereby the object of sale consisted of three organized parts of enterprise of the Seller that were situated in the Małopolskie voivodship. In accordance with the content of Agreement I, as amended by the Annex, the parties are obliged to enter into final agreement for sale until 30 June 2019, whereby the object of sale now consists of two organized parts of enterprise of the Seller situated in the Małopolskie voivodship at the aggregate price not exceeding PLN 11,300,000.00. A change in the amount of the sale price with respect to the price established in accordance with the original wording of Agreement I resulted from change in the object of the final sale agreement and from the fact that the Seller had incurred expenditures to perform the fit-out works with respect to the additional floorage of the premises in which the business activity of one of the organized parts of the enterprise is conducted. In connection with acquisition of the organized parts of enterprise which are referred to above, the Purchaser will assume the obligations that are directly related to the business activity of the organized parts of enterprise in the total amount not exceeding PLN 400,000.00 PLN. Furthermore, in accordance with Agreement I, the Issuer has stood surety for all the obligations of the Purchaser arising from Agreement I up to the amount of PLN 9,250,704.31.

In accordance with the content of Agreement II, the Purchasers undertook to enter into final agreement for sale of the organized part of enterprise PBG situated in the Małopolskie voivodiship at the price not exceeding PLN 4,671,000.00 until 31 January 2019. Agreement II provides for a number of conditions precedent regarding execution of the final agreement for sale of the organized parts of enterprise PBG that are reserved in favour of the Purchaser. In connection with the acquisition of the organized parts of enterprise PBG, the Purchaser will assume the obligations directly related to the business activity of the organized parts of enterprise in the total amount not exceeding PLN 200,000.00 PLN. Furthermore, in accordance with Agreement II, the Issuer has stood surety for all the obligations of the Purchaser arising from Agreement II up to the amount of PLN 3,671,000.00.

Investment activities executed by the Issuer and by the subsidiaries of the Issuer are aimed at providing the sports card users with broad access to a range of attractive sports and recreation facilities and the most popular fitness and training activities.