RB 16/2025
The Management Board of PragmaGO S.A. (“Issuer”, “Company”) announces that on April 15, 2025. The Issuer has entered into an agreement with CK LEGAL Chabasiewicz Kowalska i Wspólnicy Spółka Komandytowo-Akcyjna, seated in Krakow, Poland (the “Collateral Administrator”), acting as a pledge administrator for the registered pledges established on the Issuer’s collection of receivables (the “Collection”), constituting security for the receivables of bondholders entitled under the Issuer’s bonds:
– A1 series, marked with ISIN code PLGFPRE00222, in a total number of 160,000;
– A2 series, marked with ISIN code PLGFPRE00230, in a total number of 170,000;
– T series designated with ISIN code PLGFPRE00248 in a total number of 160,000;
– U series designated with ISIN code PLGFPRE00271 in a total number of 100,000;
– B1 series marked with ISIN code PLGFPRE00289 in a total number of 127,792;
– C6 series marked with ISIN code PLGFPRE00404 in a total number of 300,000;
– D2 series marked with ISIN code PLGFPRE00420 in a total number of 350,000;
– D3 series marked with ISIN code PLGFPRE00446 in a total number of 500,000.
(collectively referred to hereafter as the “Bonds”), agreements to register pledges on the Collection regarding changes to the contents of the Collection and the rules for entering claims into the Collection.
The amendment to the Collection consists in the exclusion from the Collection of the Issuer’s existing and future receivables arising from financing agreements for purchases made by entrepreneurs via the Allegro.pl platform, marked by the Issuer in the “Navi” system as type “Loan”, category “Deferred Payment”, common name “Allegro Pay Business (EPT)” (“Segregated Receivables”). In addition, the Agreements excluded the possibility of entering the Separated Receivables Collection (“Collection Change”). The basis for the Change of Collection is the mechanism for the Change of Collection provided for in the terms and conditions of issuance of the Issuer’s Series A1, A2, T, U, B1, C6, D2 and D3 bonds and in the agreements of registered pledges on the Collection.
The change in the Collection will not result in a Deficiency Condition on the Collection within the meaning of the terms and conditions of issuance of each series of Bonds, details of the Collection Condition will be provided in Current Report No. 17/2025 dated April 15, 2025.
The possibility of making a Change to the Set is provided for both in the terms and conditions of issue of each series of Bonds (Section 10.10 of the terms and conditions of issue of bonds of series T, U, Section 2.7.1. of the minimum scope of information with respect to collateral contained in the Basic Prospectus of the Issuer’s Second Public Bond Issuance Program, under which bonds of series A1 and A2 were issued, Section 2.7.1. the minimum information with respect to collateral contained in the Offering Document for Secured Bonds, which is part of the Base Prospectus for Secured Bonds of the Issuer’s Public Bond Issuance Program III, under which Series B1 bonds were issued, item 2.7.1. the minimum scope of information with respect to collateral contained in the Offering Document for Secured Bonds, forming part of the Base Prospectus for Secured Bonds of the Issuer’s Fourth Public Bond Issuance Program, under which the Series C6 bonds were issued, Section 2.7.1. minimum information with respect to collateral contained in the Offering Document for Secured Bonds, which is part of the Base Prospectus for Secured Bonds v of the Issuer’s Public Bond Issuance Program, under which Series D2 and D3 bonds were issued), as well as in the individual contracts for registered pledges established on the Pool. The amendment of the Collection will not constitute an amendment to the terms and conditions of the Bond issue.
The amendment of the Collection is made for the purpose of securing bank loan financing.
Legal Basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).
