15/10/2015
Report no. 70/2015
Conclusion of a significant contract by the Subsidiary of the Issuer- Regionalne Centrum Zdrowia Sp. z o.o. in Lubin
Pursuant to § 5 (1) (3) of the Regulation of the Minister of Finance of 19 February 2009 on current and periodic information submitted by issuers of securities, the Board EMC Instytut Medyczny S.A. announces that on October 14, 2015 the Issuer's subsidiary - Regional Health Center Sp. z o.o. seated in Lubin he signed a contract with Budimex SA ("Agreement") for construction works along with the agreement for designating works - an agreement has been concluded in the formula "redesign and build". The subject of the Agreement (the ‘Investment’) is carrying out the Project along with all the construction works as a general contractor (‘Construction Works') to expand the Hospital exists and functions in Lubin as well as constructing a new building to house an Emergency Department (ED). The total remuneration for the proper performance of the investment has been set at the amount not more than net PLN 20,672,130.73 (twenty million six hundred seventy-two thousand one hundred and thirty 73/100), (the "Maximum Guaranteed Price " or "MGP").
Maximum Guaranteed Price shall be increased by VAT at the applicable rate. This amount is a maximum remuneration for carrying out the Investment and shall include all the costs incurred for completing all works needed to implement the entire Investment project including obtaining the final use permit. The parties accept the change of technical solutions in the course of carrying out the contract (‘Optimisation’) which shall aim solely to reduce the Maximum Guaranteed Price. All construction works have been scheduled to be completed by Budimex SA by September 12, 2016. practical completion inspection is set on November 4, 2016 ( transferring the permit to use the building as well as removing any defects revealed during the quality check-up.) In the case of non-performance of the Agreement, there is the opportunity to claim contractual penalties, and if the penalty does not cover the loss suffered, Parties may claim additional compensation.
Contractual penalty is not bound by the damage nor the will of the Parties and it shall not be subject to any judicial evaluation. The total amount of contractual penalties shall not exceed 12.5% of remuneration (GMP) before tax. In order to secure the potential claims of Regionalne Centrum Zdrowia sp. z o.o. for non-performance or improper performance of the contract by the Contractor - Budimex S.A. and claims under the guarantee and warranty, the Contractor shall within 14 (fourteen) days from the date of signing the Agreement provide the Buyer -Regionalne Centrum Zdrowia sp. z o.o . with an unconditional and irrevocable bank performance bond or insurance performed bond in the amount of 10% of net remuneration (MGP) that shall be payable on first demand. EMC Instytut Medyczny SA with its seat in Wroclaw shall issue a guarantee that will be granted within 7 days from the date of the Agreement as a collateral for contractual remuneration for Budimex S.A. amounting to PLN 4,920,000.00 gross (four millions nine hundred twenty thousand) Budimex S.A. from the date of granting of the guarantee shall have the right to verify it within 7 days. In the case of justified refusal to recognize the guarantee, the above amount will be deposited in escrow account or as blocked amount for Budimex S.A. to choose from after Regionalne Centrum Zdrowia sp. z o.o. has provided a draft agreements of both the escrow account and deposit account. The collateral as selected by Budimex S.A. shall hold within 14 days from the date of refusal to recognize the guarantee. Budimex S.A., as the contractor is obliged to carry out construction works in such a way as not to impede and impair the functioning of the hospital. The Issuer informed about the intention of concluding the above agreement in its current report no. 67/2015 of 09.29.2015. A criterion for a contract to be considered significant: The value of contracts exceeds 10% of the Issuer’s equity capital.