Current Report No. 13/2020 — 29.12.2020 08:43Disclosure of delayed confidential information about the signing of the Term Sheet concerning the potential sale of shares in a subsidiary
The Management Board of Atende S.A. (the ′Issuer′, the ′Company′) hereby reports confidential information whose publication has been delayed by the Issuer on September 28th, 2020:
′Signing of the Term Sheet concerning the potential sale of shares in a subsidiary
The Management Board of Atende S.A. (the ′Issuer′) hereby reports that on September 28th, 2020, an agreement on the basic terms and conditions of the transaction (the ′Term Sheet′) was concluded between the Issuer, Atende Software sp. z o.o. (′Atende Software′) and the potential buyer (the ′Investor′), the subject matter of which is expressing the initial intention of the Issuer and the Investor concerning the sale by the Issuer of 100% of shares in Atende Software (the ′Transaction′), following the separation from Atende Software to the newly formed company under the business name Atende Industries sp. z o.o. (′Atende Industries′) of an organised part of the enterprise related to IT systems for the energy sector.
The total value of the potential Transaction will be equivalent to PLN 52.5 million.
Information on the planned division of Atende Software and on the commencement of a review of strategic options for Atende Software and Atende Industries which is being separated was disclosed by the Issuer's Management Board in the current report No 10/2020 of September 16th, 2020.
The Investor has a guaranteed exclusivity period during which the Issuer and Atende Software will not conclude any agreements or otherwise attempt to finalise the sale transaction of Atende Software with a third party, lasting 45 days from the conclusion of the Term Sheet during which the Investor will conduct due diligence of Atende Software. The exclusivity period will be extended by an additional 45 days, if the Investor confirms in writing the terms and conditions of the transaction set out in the Term Sheet. The intention of the parties to the Term Sheet is to close the sale transaction by December 31st, 2020.′
In the Issuer’s opinion, early disclosure of the above confidential information to the public could violate its legally justified interests, in particular the early disclosure of information could have a negative impact on the course of the transaction and the negotiations and on the operating activity of Atende Software, as well as mislead the participants of the capital market because of the lack of certainty as to the execution of the transaction. In addition, in the Issuer’s opinion, the delay in the disclosure of confidential information did not mislead the public, and the Issuer ensured that the contents of the said confidential information were kept confidential until it was made public.
The reason for the disclosure of the aforesaid delayed confidential information is the fact that on December 29th, 2020, a share purchase agreement in Atende Software was concluded.