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MESSAGE _ENGLISH VERSION_ |
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Current Report no. 19/2026 dated 8 September 2026
Subject of the Current Report:
Conclusion by the Issuer's subsidiaries of a preliminary agreement for
the sale of real properties - logistics centres in Rzgów near Łódź and
in Kąty Wrocławskie
Legal basis:
Article 17 sec. 1 of MAR - inside information.
Contents of the report:
Zabka Group with its registered office in Luxembourg _the "Issuer"_
informs that on 8 September 2026 the Issuer's subsidiaries, i.e. Żabka
BS sp. z o.o. with its registered office in Poznań _"ŻBS"_ and Kalestico
Investments sp. z o.o. with its registered office in Poznań _"KI",
together with ŻBS the "Sellers"_, entered into a preliminary agreement
for the sale of real properties _the "Preliminary Agreement"_ with
Unicorn _PL_ S. r.l. with its registered office in Luxembourg, a
company forming part of the LCN Capital Partners group _the
"Purchaser"_, providing for the sale of two logistics centres together
with related assets, combined with the conclusion of long-term leaseback
agreements in respect of those facilities by Żabka Polska sp. z o.o.
with its registered office in Poznań _"Żabka Polska"_ _the
"Transaction"_.
Under the Preliminary Agreement, the Sellers have undertaken to sell,
and the Purchaser to acquire, among others:
i_ the ownership title to the real property located in Rzgów _Łódź
Voivodeship_, comprising plots of land together with the warehouse and
production facility _logistics centre_ being developed thereon, with a
lettable area of approx. 42,000 m, as well as the accompanying
structures and installations _the "Property Łódź"_, owned by ŻBS; and
ii_ the ownership title to the real property located in Kąty Wrocławskie
_Lower Silesian Voivodeship_, comprising plots of land together with the
building erected thereon, with a lettable area of approx. 35,000 m and
with the possibility of an extension by a further approx. 6,500 m of
lettable area, as well as the accompanying structures and installations
_the "Property Wrocław"_, owned by KI.
The Preliminary Agreement provides for separate closings in respect of
each of the properties, which will be pursued independently of each
other. The conclusion of the final sale agreement in respect of the
Property Łódź _the "Final Agreement Łódź"_ and of the final sale
agreement in respect of the Property Wrocław _the "Final Agreement
Wrocław", together with the Final Agreement Łódź the "Final Agreements"_
is conditional upon the satisfaction, separately in respect of each of
the properties, of conditions precedent set out in the Preliminary
Agreement which are standard for transactions of this type _the
"Conditions Precedent"_.
The estimated aggregate value of the Transaction as at the date of
conclusion of the Preliminary Agreement amounts to approx. EUR 110
million net, and comprises, among others, the price for the Property
Łódź and the price for the Property Wrocław, whereby the sale prices of
both properties are comparable. The final sale prices of the properties
will be determined in accordance with the price calculation formula set
out in the Preliminary Agreement and will be subject to the adjustments
provided for therein.
In performance of each Final Agreement, the Purchaser will enter into
long-term lease agreements with Żabka Polska, as tenant, in respect of
the Property Łódź and the Property Wrocław, respectively. As a result of
the Transaction, the Issuer's Group will continue to use both facilities
in the course of its business, on the basis of lease agreements
concluded for a term of at least 15 years.
The Transaction constitutes an implementation of the model adopted by
the Issuer's Group for financing the development of its logistics
network, consisting in the development of logistics facilities in the
investment formula and their subsequent sale combined with the
conclusion of long-term sale and leaseback lease agreements. The
completion of the Transaction will allow the Issuer's Group to release
capital tied up in fixed assets while maintaining full operational
continuity of its logistics network, and the proceeds from the sale will
be applied towards financing the current operations and further
development of the Group.
The Issuer will inform about the conclusion of the Final Agreements or
the withdrawal from their conclusion, in separate current reports.
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RB: Zawarcie przez spółki zależne Emitenta przedwstępnej umowy sprzedaży nieruchomości
- centrów logistycznych w Rzgowie k. Łodzi oraz w Kątach Wrocławskich
