The Ministry of State Treasury, with seat in Krucza 36/Wspólna 6, 00-522 Warszawa, acting in name and on behalf of the State Treasury, in acordance with art. 33 section 1 point 3 the Law of 30th August 1996 on commercialisation and privatization (Journal of Law of 2002 year No 171, pos. 1397, with further amendments), furtherly referred to as „The Law” hereby invites all interested parties to negotiations on purchasing the package of 9 350 000 (say: nine million three hundred fifty thousand) of ordinary registered shares of nominal value 10 (ten) PLN each, making for 85% of share capital of Centrozłom Wrocław Joint Stock Company with seat in Wrocław, 16 Robotnicza str., 53-608 Wrocław, furtherly referred to as “ Company”.

 

As for the date of hereby advertisement 100% of Company shares belong to the State Treasury.

1 650 000 (say: one million six hundred fifty thousand) shares making for 15% of share capital of Company in accordance with art. 36 point 1 of the Law will be acquired on free of charge basis by eligible employees of Company. The Ministry of State Treasury allows for selling off shares which will not be acquired by eligible employees to Investor selected in course of hereby negotiations, in case rights of eligible employees to gratuitious acquisition of such shares shall expire.

 

The Company is primarily involved in purchasing and processing of scrap steel 

 

All interested Parties, following reporting to PKF Consult Sp. z o.o. with seat in Warszawa, during working week in hours from 9.00 AM to 5.00 PM starting from 20.10.2009 until the date directly preceding the day on which written Respones to Public Invitation to acquire package of investments in Company by Potential Investors and producing valid corporate identifying documentation i.e. excerpt from the State Court Registry/certificate of entry into registry of economic activities, reflecting the most current representation of particular subject (with the date of issuance not earlier than 3 months before the document is filed), in case when the interested Party is a natural person not operating as an entrepreneur – producing the document confirming identity and after signing by duly authorised representatives of Potential Investor the document, i.e. „Confidentiality Committment”, the Memorandum of Information for Centrozłom Wrocław S.A. with seat in Wrocław (furtherly referred to as: „Memorandum”) will be made avilable for. The Memorandum contains information on legal and economic-financial situation and standing of Company as well as on required structure of Response to Public Invitation to negotiate.

 

All interested Parties should report in written to: PKF Consult Sp. z o.o., ul. Elbląska 15/17, 01-747 Warszawa (tel: +48 22 560 76 50; fax: +48 22 560 76 63). The persons in charge of acceptance of applications are: Mrs. Katarzyna Kaźmierczak, Mr. Piotr Urbański and Mr.Leszek Cienkowski.

 

The subject of negotiations is understood as in particular: price for package of shares to be purchased, development program for Company covering: committment to increase the share capital and other investment commitments, obligations in scope of environmental protection, obligations concerning protection of interest of employees and manner and mode in which above said commitments and obligations are to be executed.

 

The deadline for submitting written Responses to Public Invitiation to negotiations on purchasing package of shares of Company by Potential Investors, who beforehand collected Memorandum falls on 27.11.2009 year at 14.00 Warsaw time. Responses from Potential Investors should be drawn up in Polish. They should be submitted in two copies in sealed envelopes in the Ministry of State Treasury, 00-522 Warszawa, ul. Krucza 36/Wspólna 6, in secretarial office of Department of Proprietary Supervision and Privatization II (room 601). On the envelope the following information should be placed:

 

„Response to Public Invitation to negotiations on purchasing of package of shares of Centrozłom Wrocław S.A. with seat in Wrocław – Do not open” as well as data enabling to identify the Potential Investor.

 

The Ministry of State Treasury reserves the right to demand additional information from Potential Investors, who shall response in written to public invitation to negotiations. The Ministry of State Treasury shall inform each of subjects which submit the reponse about the decision taken in result of assesment of each particular response, in form of registered letter to be sent before 18.12.2009 year.

 

Responses submitted by Potential Investors who beforehand signed the document „Confidentiality Committment” and collected Memorandum – shall be considered only.

 

The Ministry of State reserves the right to: select one or few subjects - negotiations will be run with, withdraw from negotiations without giving any reason; postponing the deadline for submitting Responses to public invitation to negotiations, extending the period during which Potential Investors will be informed about result of assessment of their Responses; implement modifications of procedure and timetable of negotiations.

 

The Ministry of State Treasury shall not reimburse any costs incurred by Parties interested in purchasing of shares in connection with participation in negotiations and concluding the contract on selling off the shares of Company.