Announcements

The Minister of Treasury invites to participate in negotiations to purchase the shares of: Wojewódzkie Przedsiębiorstwo Robót Drogowych w Katowicach Sp. z o.o. with registered office in Katowice

The Minister of Treasury with the statutory office in Warsaw, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, acting on behalf of the State Treasury, pursuant to Article 33 clause 1 item 3 of the Act of 30 August 1996 on Commercialisation and Privatisation (Journal of Laws of 2002, No. 171, item 1397, as amended), hereinafter referred to as the “Act”, and pursuant to the contents of the Resolution of the Council of Ministers of 17 February 2009 on the Detailed Procedure of Disposal of Treasury-owned Shares (Journal of Laws No. 2009, No. 34, item 264, as amended), invites all interested parties to participate in negotiations for the purchase of 64 600 (say: sixty-four thousand and six hundred) shares with a nominal value of 50 (say: fifty) zlotys each, belonging to the State Treasury, constituting 85% of the share capital of the Company Wojewódzkie Przedsiębiorstwo Robót Drogowych w Katowicach Sp. z o.o., ul. Miedziana 5, 40-321 Katowice, hereinafter referred to as the “Company”.
Pursuant to Article 36 of the Act, eligible employees are entitled to acquire free of charge not more than 15% shares of the Company owned by the State Treasury as of the date of entering the Company to the Registry. The Minister of Treasury envisages the possibility to sell the shares which have not been acquired by the eligible employees to the Investor selected as a result of this public invitation to negotiations, as soon as the eligible employees’ right to a free-of-charge acquisition of such shares has expired.

The main object of the Company’s activity is construction, upgrading, and maintenance of traffic roads and bridges, production of bituminous masses, as well as transport and equipment provision services.

Each interested party, upon notifying by 2 April 2010 their interest in purchase of the Company shares to the Consortium composed of Karol Chrabański, conducting business under the name Omikron dr Karol Chrabański, with registered office in Katowice, and Secus Asset Managment S.A. with registered office in Katowice, performing the function of an Adviser to the Minister of Treasury in the Company privatisation process, and upon presenting documents confirming the identity of the Potential Investor, i.e. a transcript from the Register of Entrepreneurs of the National Court Register / a Certificate of entry to the register of business activity, specifying the current representation of the entity (with the date of issue not earlier than three months prior to the document presentation date), as well as any letters of attorney, and upon signing the document entitled “Confidentiality Statement” by duly authorised representatives of the Potential Investor, shall receive the “Information Memorandum of Wojewódzkie Przedsiębiorstwo Robót Drogowych w Katowicach Sp. z o.o. with registered office in Katowice” (hereinafter referred to as the "Memorandum"), containing information on the company’s legal, economic and financial standing, as well as the "Detailed Information on the Procedure of Sale of Shares in the Company Wojewódzkie Przedsiębiorstwo Robót Drogowych w Katowicach Sp. z o.o. with registered office in Katowice” (hereinafter referred to as the "Sale Procedure”), containing information on the process of rendering available the shares and on the structure of the Response to the public invitation to negotiations.

Applications of the entities interested in purchasing the Company shares shall be addressed to Secus Asset Managment S.A. ul. Paderewskiego 32c, 40-282 Katowice, tel. (032) 352 00 13, fax (032) 352 00 14. The persons responsible for receiving the applications are: Krzysztof Rytel, tel. (032) 352 00 13 ext. 17, e-mail: k.rytel@secus.pl and Robert Bieleń, tel. (032) 352 00 13 ext. 15, e-mail: r.bielen@secus.pl
The subject of negotiations shall be in particular the price for the purchased stake of shares, Company development program as proposed by the Potential Investor, including, among other things, investment commitments, environmental protection commitments as well as those concerning the protection of the interests of the Company’s employees and the measures for securing the fulfilment of those commitments.
The Minister of Treasure shall not allow to arrange instalments for the payment of the selling price.

The deadline for submitting written Responses to the public invitation to negotiations to purchase the Company’s shares by the Potential Investors who have received the Memorandum and the Sale Procedure shall expire on 9 April 2010 at 12:00 AM, Warsaw time.
Responses to the public invitation of Potential Investors to negotiations shall be made in the Polish language in the manner conformable with the terms specified in the Sale Procedure. They shall be submitted in two copies, in sealed envelopes, to the Ministry of Treasury, 00-522 Warszawa, ul. Krucza 36/Wspólna 6, at the Secretary’s Office of the Department of Corporate Supervision and Privatisation III (room 501). The envelopes shall be marked as follows:
„Odpowiedź na publiczne zaproszenie do negocjacji w sprawie nabycia udziałów Spółki
Wojewódzkie Przedsiębiorstwo Robót Drogowych w Katowicach Sp. z o.o. – Nie otwierać” (“Response to the public invitation to participate in negotiations for the purchase of shares of Wojewódzkie Przedsiębiorstwo Robót Drogowych w Katowicach Sp. z o.o. - Do not open”) and the identification data of the Potential Investor.

The Minister of Treasury reserves the right to request additional information from the Potential Investors who submit Responses to the invitation to negotiations.

By 30 April 2010, the Potential Investors who have submitted Responses to the public invitation to negotiations shall be notified in writing on the decision of the Minister of Treasury regarding the consideration of the Response submitted.
Only responses submitted by the Potential Investors who have signed the document “Confidentiality Statement” and collected the Memorandum and the Sale Procedure shall be considered. The Minister of Treasury also reserves the right to select one or several entities to participate in the negotiations; to withdraw from negotiations without giving any reasons; to extend the deadline for submitting Responses to the public invitation to negotiations; to extend the deadline for informing about the Response examination result; and to change the negotiation procedure and schedule. The Minister of Treasury shall not reimburse costs incurred by the entities interested in purchasing the shares in connection with their participation in the negotiations and the conclusion of a share purchase agreement.
 

Publication date : 03.03.2010

Published by : Aleksandra Karpowicz
Author : Department of Ownership Supervision and Privatisation III

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