100% state-owned stake in PJSC “Hotel “Dnipro”

Description

Name of the company: private joint-stock company “Hotel “Dnipro” (PJSC “Hotel “Dnipro”).

Location: Kyiv, 1/2 Khreshchatyk St.

Identification code (EDRPOU): 02573547

The amount of the authorized capital of the company: UAH 80,923,400.00.

Offered for sale: a state-owned stake in PJSC “Hotel “Dnipro” in the amount of 80,923,400 shares, which is 100% of the company’s authorized capital.

The average number of employees: 159 people (as of 31.03.2020).

Main activity according to the NACE: 55.10 Activities of hotels and similar temporary accommodation.

Amount and main nomenclature of products (works, services):

Period	The total income of the company,   thous. UAH	Income by main activity (NACE 55.10), thous. UAH
2017	58,174	52,837
2018	65,592	58,686
2019	63,110	56,753
1st quarter 2020	9,108	7,363

The main indicators of economic activity of PJSC “Hotel “Dnipro” for the last three years and the 1st quarter of 2020

# s/n	Indicators	Unit	2017	2018	2019	1st quarter 2020
1.	Assets	thous. UAH	247,711	249,691	249,415	246,927
2.	Fixed assets	thous. UAH	89,632	90,963	89,602	88,833
3.	Long-term financial investments	thous. UAH	0	0	0	0
4.	Current assets, including:	thous. UAH	9,256	9,985	12,291	10,595
4.1	stocks	thous. UAH	2,160	1,887	1,410	1,214
4.2.	total receivables	thous. UAH	3,908	4,523	3,288	4,837
5.	Equity	thous. UAH	238,961	239,006	24,1401	237,989
6.	Long-term liabilities, including	thous. UAH	2,600	2,250	2,150	2,150
6.1	other long-term liabilities	thous. UAH	2,600	2,250	2,150	2,150
7.	Current liabilities, including	thous. UAH	6,150	8,435	5,864	6,788
7.1	total current accounts payable	thous. UAH	2,344	5,806	1,795	1,770
8.	Total income, including:	thous. UAH	58,174	65,592	63,110	9,108
8.1	Net income from sales of products (goods, works, services)	thous. UAH	52,837	58,686	56,753	7,363
8.2	Other operating income	thous. UAH	5,287	6,893	6,207	1,742
8.3	Other financial income	thous. UAH	50	13	150	3
9.	Total costs, including:	thous. UAH	58,058	65,460	62,826	12,827
9.1	Cost of sold products (goods, works, services)	thous. UAH	45,071	47,164	43,226	8,659
9.2	Administrative expenses	thous. UAH	7,003	8,425	9,941	2,777
9.3	Selling expenses	thous. UAH	4,216	9,018	8,374	1,135
9.4	Other operating expenses	thous. UAH	1,721	765	755	248
9.5	Other expenses	thous. UAH	7	59	468	8
9.6.	Financial expenses	thous. UAH	14	0	0	0
9.7	Income tax expenses	thous. UAH	26	29	62	0
10.	Net profit (loss) +, –	thous. UAH	+116	+132	+284	-3,719
11.	The average number of all employees	people	164	167	164	159
12.	Payroll of all employees	thous. UAH	13,718	18,446	20,362	6,206
13.	Average monthly salary	UAH	7,087.9	9,261.0	10,346.5	13,010.5

As of June 11, 2020:

No overdue accounts payable.

Current accounts payable, including:

wage arrears UAH 420,291;

payroll taxes UAH 213,521;

real estate tax arrears UAH 154,723;

tourist tax UAH 210,885;

financial assistance UAH 4,150,000;

other accounts payable UAH 1,100,495.

Real estate

Asset name	Asset address	Total area (sq. m.)	Registration number	Functional use	The basis for the property rights	Ownership and owner
Hotel building (letter “A”)	Kyiv, street Khreshchatyk, 1/2	12,829,3	10856680000	Hotel	Certificate of ownership, issued on December 27, 2004 by the Kyiv Main Department of Communal Property of the executive body of the Kyiv City Council	Collective PJSC Hotel Dnipro, EDRPOU code 02573547

Land plots

Asset name	Asset address	Land area (sq. m.)	Cadastral number of the land plot	Purpose of the land plot	Ownership , basis for the right to use the land plot,   encumbrance information
						Land plot	Kyiv, street Khreshchatyk, 1/2	2,831,0	8000000000:82:012:0015	For operation and maintenance of the hotel	State State act on the right of permanent use of land series, number: ЯЯ № 382554, dated 05.12.2007, issued. PJSC Hotel Dnipro on the basis of the decision of the Kyiv City Council dated 25.05.2007 № 112/1949; no encumbrances
Land plot	1,580,0	8000000000:82:012:0058	For the arrangement of a parking lot for cars	State Decision of the Kyiv City Council № 114/114 dated 11.02.2016, on the transfer to permanent use of PJSC “Hotel Dnipro” for the arrangement of a parking lot for cars; no encumbrances.

Data on concluded lease agreements as of 01.06.2020:

# s/n	Tenant	Name of the leased object	Leased area (sq. m.)	Purpose of the lease	Details of the lease agreement and its term	Rent for 1 sq. m. per month without VAT (UAH)
1	Individual Entrepreneur Sira I.O.	Part of the non-residential premises located on the second floor (mezzanine) of the hotel building	31,19	Office location	Agreement dated 05.01.2017 № 2017/2, validity – 01/04/2021	778,46
2	LLC “LEART”	Non-residential premises on the ground floor of the hotel building	11	Location of office space	Agreement dated 05.02.2019 № 2019/8, Validity – 04.02.2021	599,73
3	LLC “Zlagoda Intur”	Non-residential premises on the third floor of the right wing of the hotel building	11,04	Location of office space	Agreement dated 02.07.2018 № 2018/143, validity – 02.07.2020	386,01
4	LLC “Tonalito-Intour”	Non-residential premises on the mezzanine floor of the right wing of the hotel	151,5	Location of the cafe-bar	Agreement dated 01.03.2001 № without number, validity – 01.03.2026	359,92
5	Individual Entrepreneur Moskal L.V.	Part of the room on the ground floor in the left wing of the hotel building	28,1	Accommodation of a business entity that provides consumer services	Agreement dated 01.04.2014 № 1787, Validity – 31.12.2020	142,79
6	LLC “Petros-Cafe”	Part of the non-residential premises located on the ground floor in the right wing of the mezzanine floor of the hotel building	60,5	Organization and location of a catering establishment	Agreement dated 15.10.2015 № 1978, validity – 28.02.2026	282,65
7	LLC “Petros-Cafe”	Part of the non-residential premises located on the ground floor in the right wing of the hotel building	45,8	Organization and location of a catering establishment	Agreement dated 15.10.2015 № 1979, validity – 28.02.2026	387,56
8	LLC “Petros-Cafe”	Part of the non-residential premises located on the ground floor in the right wing of the hotel building	131,7	Organization and location of a catering establishment	Agreement dated March 28, 2016 № 2057, validity – 28.02.2026	380,32
9	LLS “Financial Company “Octave Finance”	An inseparable part of the non-residential premises, located on the ground floor in the left wing of the hotel building	7,1	Location of a branch of a financial company	Agreement from 01.11.2017   № 2017 / 150-1, validity – 31.10.2020	990,61
10	Individual Entrepreneur Sira I.O.	An inseparable part of the square, located on the ground floor of the hotel building	10	Location of a point for the sale of jewelry and souvenirs	Agreement dated 29.12.2016 № 2099,   valid for 28.12.2020	2 003,00
11	LLC “Trading Company “ECONOM PLUS”	Two rooms on the ground floor of the left wing of the hotel building	134,3	Location of a store for trade in alcoholic beverages, tobacco products, food, mixed groups of goods (food and non-food), warehousing and storage of goods, placement of office space of the store	Agreement № 1 dated 11/27/2019,   valid for 30.11.2026	644,92
12	JSC CB “PRIVATBANK”	An inseparable part of the room, located on the ground floor in the lobby of the hotel building	1	Placement of a street type ATM	Agreement dated 13.07.2015 № 1922,   validity – 13.07.2020	1 750,00
13	JSC CB “PRIVATBANK”	An inseparable part of the room, located on the ground floor in the lobby of the hotel building	1	Location of a street-type terminal	Agreement dated 03.02.2016 № 2036, the issue of concluding an additional agreement and extending the validity period is resolved (the term expired on 03.02.2020)	2 044,00
14	PJSC “VF Ukraine”	Part of the unseparated area of the hotel building	4	Location of technical means and antennas of a telecommunications operator that provides mobile (mobile) services	Agreement dated April 2, 2018 № 2018/92, valid for 01.06.2021	1 050,00
15	PJSC JSCB “Industrialbank”	An inseparable part of the room, located on the ground floor in the lobby of the hotel building	1	ATM location	Agreement dated April 12, 2018 № 2018/68 the issue of concluding an additional agreement and extending the validity period is resolved (the term expired on 14.05.2020)	1 030,00

Volumes of emissions and discharges of pollutants into the environment, waste generation and disposal, information on payment of environmental fees and charges.

In the process of economic activity of PJSC “Hotel “Dnipro” solid and large-sized wastes (non-returnable, normative) are formed: remnants of raw materials, semi-finished products. The company does not carry out waste removal on its own and does not take any actions for their utilization.

		PJSC “Kyivspectrans”	LLC “Util Group”
2019	Listed	UAH 27,988	UAH 95,192
	Waste removal services are provided under contracts	UAH 28,215  (136.4 m3)	UAH 69,350.0  (475m3)
1st quarter 2020	Listed	UAH 13,653	UAH 0
	Waste removal services are provided under contracts	UAH 33,676   (162,8 m3)	UAH 0

The company does not pay environmental fees and charges.

Overpayment of land tax as of 30.04.2020 in the amount of UAH 1,532,290.

The amount of land tax payment per month is UAH 58,511.

Terms of sale:

1. preservation of the main type of activity of the Company, hotel room stock at the level of not less than 100 rooms, hotel category not lower than “four stars”, in the name of the hotel the word “Dnipro”;
2. repayment within three months debts of PJSC “Hotel Dnipro” on wages, before the budget, overdue accounts payable in case of their presence on the date of transfer to the buyer of ownership of a block of shares;
3. non-dismissal of the Company’s employees on the initiative of the buyer or his authorized body (except for the employee’s actions for which dismissal is provided on the basis of paragraphs 3, 4, 7 and 8 of part one of Article 40 and Article 41 of the Labor Code of Ukraine) within six months;
4. execution of a collective agreement of the Company on the date of transfer of ownership, during its term, and after its expiration, concluding a new or amending the agreement in the manner prescribed by law and ensuring its implementation (Article 9 of the Law of Ukraine “On Collective contracts and agreements”);
5. compliance with the requirements and additional restrictions of environmental legislation regarding the Company;
6. financing of labor protection in the Company in accordance with the requirements of Article 19 of the Law of Ukraine “On labor protection”;
7. employment in the Company people with disabilities in accordance with the requirements of Section IV of the Law of Ukraine “On the basis of social protection of persons with disabilities in Ukraine”.

Time and place of the object inspection: on working days from 11:00 to 17:00 at the location of the object: Kyiv, 1/2 Khreshchatyk St.

Contact person at the facility: Sapozhkova Elina Igorivna – acting General Director, tel. +38 (050) 358-73-00.

Auction organizer: State Property Fund of Ukraine, Kyiv, 18/9 General Almazov St. tel. +38 (044) 200-33-67, 200-33-53.