Minister of Treasury with registered office in Warsaw, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, acting on behalf of the State Treasury, pursuant to Art. 33.1.3 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 Resolution of the Council of Ministers of 17 February 2009 on detailed procedure of disposal of State Treasury-owned shares (Journal of Laws No. 34, item 264) extends an invitation to negotiations to all interested parties regarding the purchase of:
 

·        59 500 (in words: fifty nine thousand five hundred) common registered equities of the nominal value of 50 (in words: fifty) PLN each, belonging to the Treasury, which represents 85% of the equity capital of Elektrocarbon Spółka z ograniczoną odpowiedzialnością, with registered office in Tarnowskie Góry ul. Czarnohucka 10, 42-600 Tarnowskie Góry , hereinafter referred to as the „Company”

 

At the day present announcement 100% of equities of the Company is in possession of State Treasury.

 

Pursuant to Art. 36 of the Act, eligible employees are entitled to acquire, free of charge, 15% of the Companies’ equities belonging to the State Treasury on the date of registration. There is provision that disposal of equities that have not been acquired by eligible employees will also be subject to negotiations with the Investor selected under these negotiations, in the event when eligible employees’ rights to acquire such equities free of charge have expired. 
 

The basic object of the Company are as follows: production of electric and electronic equipment for engine carriage, particularly carbon brash for electric machines.

Submission of interest of purchase of the Company’s equities should be addressed to: BUDOSERWIS Z.U.H. Sp. z o.o. ul. Kościuszki 31, 41-500 Chorzów, tel. (032) 241 24 51 to 57, fax (032) 241 49 56. People responsible for receiving submissions are: Mrs. Agnieszka Smykała: a.smykala@e.budoserwis.com.pl and Mr. Marek Walczak: m.walczak@e.budoserwis.com.pl

 

The “Company’s Information Memorandum” will be made available from the day which succeeds the day of the issue of this invitation. The fee due for making the “Company’s Information Memorandum” available amounts to 100.00 PLN (in words: a hundred) and it is payable into the account of the Ministry of Treasury kept by Bank Gospodarstwa Krajowego I o/o Warszawa, No. 83 1130 1017 0019 9426 2520 0008.

 

Subject of negotiations shall be mainly price of the purchased package of equities of the Company proposed by the Potential Investor, program of development of the Company, including among others investment obligations, obligations in the scope of environmental protection, obligations in the scope of the Company’s employees’ (and other people related to the Company) matters protection and way of securing execution of the obligations.

The deadline for submission of the written response to the public invitation to negotiations on purchase of the equities of the Company by the Potential Investors, who will have collected the Memorandum Company, expires on the date of 08 January 2010 at 15:00 (Warsaw time).

 

Potential Investors’ responses should be prepared in the Polish language in the form with accordance to the conditions specified in Memorandum Company. They should be submitted in two copies in sealed envelopes to the Ministry of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, at the secretary’s office of the Department of Privatisation Projects ( room 739, floor VII).

 

The following description should be written on the envelope:

„Odpowiedź na publiczne zaproszenie do negocjacji w sprawie nabycia udziałów SpółkiElektrocarbon Sp. z o.o. z siedziba
w Tarnowskich Górach – Nie otwierać” („Response to the public invitation to negotiations on purchase of the equities of Elaktrocarbon Spółka z ograniczoną odpowiedzialnością with registered office in Tarnowskie Góry – Do not open”)

 

and data enabling to identify Potential Investor.

 

Only the responses submitted by the Potential Investor who signed the “Confidentiality Commitment” and collected the Memorandum Company will be considered.

Minister of Treasury reserves the right to request additional information and explanations from the Potential Investors who responded to the public invitation to negotiations.

By 29 January 2010 Minister of Treasury will have informed in writing each of the Potential Investors who responded to the public invitation to negotiations about the results.

 

Minister of Treasury allows a possibility of paying the price for the acquired equities in instalments, on condition that an Investor will guarantee to secure unregulated part of price. The first instalment can not be lower than 20% ( in words: twenty)of total price for purchased equities. The remaining amount will be subject to repayment in period not longer then 5 years form the day of conclusion of an agreement on sale of equities and interest will not be lower than the price growth index of investment goods, announced every quarter by President of Statistical Main Office in Gazette of Poland “ Monitor Polski”

 Minister of Treasury reserves mainly the right to: select one or several entities to participate in negotiations; withdraw from negotiations without any reason, extend the deadline for submission of responses to the public invitation to negotiations, and extend the deadline for informing about the results of considering the responses to the invitation; change the procedure and timetable of the negotiations. Minister of Treasury shall not reimburse any of the costs incurred by the entities interested in purchasing equities in connection with their participation in negotiations and conclusion of an agreement on disposal of the Company’s equities.