The Management Board of mBank S.A. (Commerzbank Group), with its registered office in Warsaw, the (“Bank”), announced that on 27 November 2017, the Bank and the Bank’s subsidiary mFinanse S.A. (“mFinanse”) concluded a conditional agreement under which: (i) the Bank was obliged to sell and transfer 100%, i.e. 100,000, shares in Latona S.A. to Phoebe IVS, with its registered office in Denmark, the (“Investor”), and (ii) mFinanse was obliged to thereupon sell and transfer the organised part of the enterprise of mFinanse to Latona S.A. (at the time of this sale and transfer, Latona S.A. will be owned by the Investor), the (“Agreement”). The organised part of the enterprise referred to in (ii) forms a separated business activity consisting of mFinanse acting in the capacity of an insurance agent for insurance agency services concerning group insurance agreements on the basis of agency agreements. The Investor will finance transactions with funding provided by Purple Star Receivables Funding DAC, with its registered office in Ireland, with support from a syndicate of institutional investors.

The sale transactions referred to in (i) and (ii) are expected to be closed in the first quarter of 2018, upon the fulfilment of the standards of these types of transaction conditions precedent, included in the Agreement. The expected maximum value of remuneration on account of the Agreement is approximately PLN 520m (USD 147m), out of which the remuneration, in the amount of approximately PLN 465m, will be recognised over a period of 15 years. The Agreement also includes contractual penalties which are standard in these types of transactions.

Beata Balas-Noszczyk (partner), the head of the Financial Institutions Group, led and supervised the transaction. The transaction team consisted of: Tomasz Grygorczuk (counsel), Piotr Skurzyński (counsel), Bartosz Romanowski (senior associate), Maryla Surowiec (senior associate), Karol Ruszkowski (associate), Agnieszka Scipio del Campo (associate), Mateusz Mazurkiewicz (associate), Kamila Mróz (lawyer), and Tomasz Pietrzak (lawyer).

Andrzej Dębiec (partner), the head of Tax Department at Warsaw office of Hogan Lovells, and Dorota Walerjan (counsel) were involved in providing tax advice in relation to the transaction.

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