The Management Board of Summa Linguae Technologies S.A. with its registered office in Krakow (“Company”, “Issuer”) hereby announces that on 1 June 2021, a subsidiary of the Issuer – GlobalMe Localization Inc. with its registered office in Vancouver (Canada) (“GlobalMe”) concluded an agreement with the main shareholder of the Issuer, i.e. LSP Investments S. à r.l with its registered office in Luxembourg (“Fund”) and the former shareholders of GlobalMe Localization Inc. (“Target”) (“Sellers”) taken over by GlobalMe. Under the agreement, the Sellers – with the consent of GlobalMe – transferred to the Fund part of liabilities for the payment of variable parts of the price for the shares in the Target, in accordance with the agreement on the sale of shares of 16 November 2019 (“Earn Out”), in the amount of USD 1,400,000 (PLN 5,124,000 converted at the NBP average rate of 1 June 2021: USD 1 – PLN 3.66) (“Fund’s Amount”), in exchange for compensation in this amount.
The remaining Earn Out part in the amount of USD 1,100,000 (PLN 4,026,000 converted at the NBP average exchange rate of 1 June 2021: USD 1 = PLN 3.66) will be paid to the Sellers by GlobalMe by 14 June 2021.
At the same time, on 1 June 2021, an agreement was concluded between the Issuer, GlobalMe and the Fund, under which GlobalMe undertook to pay to the Fund the equivalent of USD 1,400,000 (PLN 5,124,000 converted at the average NBP exchange rate of 1 June 2021: USD 1 = PLN 3.66) in EUR (“Converted Amount”) within 180 days of the date of the agreement.
The Fund will also be entitled to request payment of interest on the Converted Amount and an additional fee in the event of early repayment of the Converted Amount.
Should GlobalMe fail to pay the Converted Amount by the prescribed deadline, the Issuer will pay to the Fund the part of the Converted Amount that has not been paid by GlobalMe.
The Issuer announced the transaction of the purchase of shares in the Target in Current Report 44/2019 of 16 November 2019 and in Current Report 52/2019 of 9 December 2019.
The Company’s representatives,
Krzysztof Zdanowski, CEO