GESSEL advises on the Benefit Systems bonds programme

The PLN 100 mln bonds issue was divided into A and B series bonds at PLN 50 mln each, which were floated in the Alternative Trading System of the Warsaw Stock Exchange (and, accordingly, required admission to trading).

In our capacity as counsel, GESSEL advised the issuer – Benefit Systems S.A. – as well as the Polish branch of Haitong Bank  S.A. as the issue organiser, dealer, calculation agent and documentation agent.

Our brief included drafting and signing of the issue, offering, and collaterals documentation, establishment of securities (governed by Polish law) on shares of selected Polish subsidiaries and selected assets, and advice and coordination with respect to documentation and securities instituted on certain foreign subsidiaries. Apart from that, GESSEL was also responsible for the legal aspects of dematerialisation of the bonds and their listing within the Alternative Trading System of the Warsaw Stock Exchange.

Gessel Trust Services is charged with administration of the securities, of pledges governed by Czech law, and of register pledges governed by Polish law.

Krzysztof Marczuk, partner, had overall responsibility for this transaction, working with Magdalena Szeplik, managing associate, Dawid Marciniak, associate, Jakub Rowicki, associate, and Urszula Śleszycka, associate (up to a point, the team also included Michał Szutenbach, senior associate). The partners Leszek Koziorowski and Małgorzata Badowska also contributed.

Benefit Systems S.A. is a provider of non-pecuniary perquisites for employees. Its 10,000+ clients – corporate entities and institutions – rely on Benefit Systems for solutions such as gym / sports club memberships, lunch coupons, or cinema / theatre tickets which they make available to their employees. Benefit Systems S.A. also organises business training events. Benefit Systems S.A. was established in 2000 and is listed on the Warsaw Stock Exchange since 2011.