Announcements

Invitation to a public tender to purchase shares of Morska Obsługa Radiowa Statków „MORS” Sp. z o.o. with registered office in Gdańsk

Deadline for submitting offers expires on 5 August 2010 at 12:00 o'clock

program prywatyzacji




THE MINISTER OF TREASURY
of the Republic of Poland

INVITES TO A PUBLIC TENDER FOR SHARES

The Minister of Treasury with headquarters in Warsaw, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, hereinafter referred to as the “Seller,” acting on behalf of the Treasury, pursuant to article 33(1)(2) of the Act of 30 August 1996 on Commercialisation and Privatisation (Journal of Laws of 2002 no. 171, item 1397, consolidated text, as amended) and in accordance with the Resolution of the Council of Ministers of 17 February 2009 on the detailed procedure for the sale of shares held by the treasury (Journal of Laws no. 34, item 264, as amended) hereby invites all interested entities to submit offers in a public tender, hereinafter referred to as the “Tender” for shares in:

Morska Obsługa Radiowa Statków „MORS” Sp. z o.o.
with registered office in Gdańsk
(hereinafter the “Company”)


The Minister of Treasury reserves the right to sell the Shares which were not acquired by the Company’s eligible employees to an Investor selected through this public Tender following expiry of the right held by the eligible employees to acquire the shares free of-charge.

I. GENERAL INFORMATION

  1. The Tender will be held at the Seller’s headquarters.
  2. Participation in the Tender is open for national and foreign entities as well as entities acting jointly.
  3. Prior to expiry of the date specified in section V(1) hereof, participants of the Tender are required to make a cash security deposit in the amount of PLN 53,000 (say: fifty-three thousand zloty). Payment must be made by bank transfer to the Seller’s account no. 13 1130 1017 0019 9426 2520 0007 held with Bank Gospodarstwa Krajowego S.A., branch no. 1 in Warsaw.
  4. The Seller accepts only one-time payments for the shares made by bank transfer to the account of the Seller prior to signing the Share Purchase Agreement.

II. PLACE, CONDITIONS AND TIME LIMIT FOR INSPECTING THE COMPANY’S TENDER DOCUMENTS

  1. In order to inspect the tender documents held by the Seller containing information on the Company’s legal, economic and financial standing, interested parties are required to:

    a) if the interested party is an entrepreneur – produce, through its authorised representatives – an up-to-date extract from the Register of Entrepreneurs of the National Court Register, a certificate from the Register of Business Activity, or an Authorisation to collect the documents by persons not listed in the National Court Register or not named on the Certificate from the Register of Business Activity. If the interested party is a natural person who is not an entrepreneur – present an identity document;

    b) sign the Confidentiality Obligation in the Seller’s headquarters through duly authorised representative of the Seller (apart from the authorisation to collect documents, persons not entered in the National Court Register shall be additionally required to produce an authorisation to sign the Confidentiality Obligation).
  2. Prior to participation, bidders are required to become familiar with the following documents: Additional Information for Investors Participating in the Tender for Company Shares, Company Memorandum and sample Share Purchase Agreement which form an integral part of the offer. Bidders may obtain these documents for a fee (PLN 100.00 payable to the Cashier at the Accounting and Payroll Division of the Department of Budget and Finance at the Ministry of Treasury, room 372, between 12:00 – 2:00 PM, or directly to the account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 83 1130 1017 0019 9426 2520 0008), at the Seller’s headquarters, room 588, between 10:00 AM – 4:00 PM, within the period starting from the day following publication date of this Invitation, till 30 July 2010.
  3. Detailed information concerning conditions applicable to participants of the Tender as well as detailed terms which apply to the offers for the purchase of Company shares are specified in the Additional Information for Investors Participating in the Tender for Company Shares available to the bidders.

III. HOW TO PREPARE THE OFFER

  1. Comprehensive information on the requirements for bidders as well as on detailed terms and conditions applying to offers for the purchase of Company shares may be obtained by 29 July 2010.

    All queries should be made to the following address:

    Ministerstwo Skarbu Państwa
    Departament Nadzoru Właścicielskiego i Prywatyzacji III
    ul. Krucza 36/Wspólna 6, 00-522 Warszawa
    tel. 22 695 88 08, fax. 22 695 94 07

    The deadline for submitting queries is 22 July 2010.
  2. The Seller reserves the right to request additional clarifications from bidders.

IV. SUBMITTING OFFERS AND TENDER PROCEDURE

  1. Place, procedure, method and deadline for submitting offers

    Written offers for Company shares must be submitted personally or sent by registered mail or by courier, against confirmation of receipt, in closed envelopes marked:

    Przetarg – Morska Obsługa Radiowa Statków „MORS” Sp. z o.o. z siedzibą w Gdańsku – nie otwierać
    (Tender – Morska Obsługa Radiowa Statków „MORS” Sp. z o.o. with registered office in Gdańsk – do not open).

    Envelopes marked as above and bearing details of the bidder must be delivered to the following address:

    Ministerstwo Skarbu Państwa, Departament Nadzoru Właścicielskiego i Prywatyzacji III, 00 522 Warszawa, ul. Krucza 36/Wspólna 6, room no. 501, between 8:15 AM – 16:15 PM.

    The deadline for submitting offers is 5 August 2010 (12 o’clock).
  2. Formal requirements applying to bidders in order for their offers to be subjected to substantive evaluation.

    Considered will only be offers submitted by Potential Investors who signed the Confidentiality Obligation and collected the documents referred to in section II(2). The offers must be made and submitted in accordance with the Seller’s requirements for bidders, set forth in this Invitation and in the Additional Information for Investors Participating in the Tender for Company Shares
  3. Envelopes will be opened on 5 August 2010 at 2:00 PM at the Seller’s headquarters (room 504).
  4. The winning bidder will be determined by a committee within 30 working days following the offer submission deadline.
  5. The sole substantial criterion to be examined is the price offered for the shares.
  6. If two or more bidders offer the same price, the winning bidder will be selected in accordance with section II(6) of the Additional Information for Investors Participating in the Tender for Company Shares, referred to in section II(2).

V. MAXIMUM BID VALIDITY PERIOD

After submission, offers shall be binding for bidders until an agreement has been signed with the highest bidder, however not longer than for 180 days from the offer submission deadline.

VI. DEADLINE FOR NOTIFYING BIDDERS OF TENDER RESULTS

The bidders will be immediately notified of tender results in writing.

VII. RETURN OF BID SECURITY DEPOSIT

Upon determining the winning offer, the bid security deposit paid by the winning bidder will be credited towards the purchase price for Company shares. Bid security deposits paid by the remaining bidders will be immediately returned in accordance with applicable regulations. Should the bidder decide to withdraw after expiry of the offer submission deadline or avoid the Share Purchase Agreement, then the security deposit paid by such bidder will not be returned.

VIII. DEADLINE FOR SIGNING THE SHARE PURCHASE AGREEMENT

  1. The Share Purchase Agreement for Company shares will be concluded with the winning bidder within 60 days from the date of notifying such winning bidder of tender results. However, if the winning bidder is obliged to obtain a Decision of the President of the Office of Competition and Consumer Protection (UOKiK) on the absence of impediments to the intended merger of companies or a Decision of the Minister of Internal Affairs and Administration authorising the purchase of Company shares, the Share Purchase Agreement will be concluded within 60 days from the date of notifying the Seller in writing that the above mentioned consent(s) was/were obtained.
  2. If the winning bidder fails to conclude the Share Purchase Agreement, the Seller may select the best offer from among the remaining offers without further evaluation.

IX. COMPANY WHOSE SHARES ARE OFFERED FOR SALE BY TENDER

Morska Obsługa Radiowa Statków „MORS” Sp. z o.o. with registered office in Gdańsk

Address: ul. Na Ostrowiu 1, 80-959 Gdańsk, tel: +48 58 307 14 90, fax: +48 58 307 24 90, e-mail: mors.centr@remontowa.com.pl

The core activities of “MORS” Sp. z o.o. include: manufacture of electric energy switchgear and control gear; installation, assembly, start-up, repair and maintenance of radio- and electro-navigation devices as well as electric and electronic ship automatics; manufacture of land and marine professional electronic equipment; trade and foreign activities on own account and as intermediary, radio-electronic and electronic services and letting of own property.

X. TERMS AND CONDITIONS REGARDING THE NUMBER OF PURCHASED SHARES, MINIMUM PRICE FOR A SINGLE SHARE AND THE STARTING PRICE FOR THE ENTIRE STAKE OF SHARES

  1. Number of Company shares:

    The offer to purchase Company shares should concern 4,985 (four thousand nine hundred and eighty-five) shares, with a nominal value of PLN 500.00 (five hundred zloty) each, constituting approximately 42.02% of the Company’s share capital.
  2. Minimum price per share:

    The minimum price for a single share shall be PLN 1,047.20 (one thousand and forty-seven zloty and twenty groszy).

XI. ADDITIONAL INFORMATION

  1. The Seller shall have the right to:

    a) decide not to hold the Tender without giving reasons;

    b) extend the deadline for submitting offers without giving reasons.
  2. Rejected will be offers which:

    a) have been submitted after the stipulated deadline;

    b) fail to comply with the terms and conditions specified herein.
Publication date : 07.07.2010

Published by : Marzena Feldy
Author : Department of Ownership Supervision and Privatization III

Statystyka strony: 427 wizyt