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Minister of Treasury of extends an invitation to negotiations for the purchase of shares of: Zespół Uzdrowisk Kłodzkich Spółka Akcyjna with registered office in Polanica Zdrój
Minister of Treasury seated in Warsaw, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, acting on behalf of the Treasury, pursuant to Article 33 (1) (3) of the Commercialisation and Privatisation Act of 30 August 1996 (Journal of Laws of 2002 No. 171 item 1397, as amended), hereinafter referred to as the “Act”,and the Resolution of the Council of Ministers of 17 February 2009on the Detailed Procedure of Disposal of Treasury-owned Shares (Journal of Laws of 2009 No. 34, item 264),extends to all interested parties an invitation to negotiations for the purchase of 3,450,500 (say: three million four hundred and fifty thousand five hundred) ordinary shares with nominal value of PLN 10 (say: ten) owned by the Treasury, constituting 90.09% of the share capital of Zespół Uzdrowisk Kłodzkich Spółka Akcyjna,ul. Zdrojowa 39, 57-320 Polanica Zdrój, entered in the register of entrepreneurs of the National Court Register kept by the District Court for Wrocław-Fabryczna, 9th Economic Division, under the KRS No. 000288337, hereinafter referred to as the “Company”.
Pursuant to Article 36(1) of the Act, eligible employees are entitled to acquire, free of charge, up to 15% of the shares that were acquired by the Treasury on the day when the Company was entered in the register. The Minister Of Treasury envisages that the shares that are not acquired by the eligible employees may be alienated to the Investor selected as a result of these negotiations in the event that the right of such eligible employees to acquire these shares free of charge expires.
The core objects of the company are medical practice activities and physiotherapy and production of soft drinks, mineral waters and other bottled waters.
All interested parties who come to F5 Konsulting Sp. z o.o., acting as the Advisor to the Minister of Treasury, by 12 February 2010, and produce a transcript from the Register of Entrepreneurs from the National Court Register / the certificate of entry in the register of business activity, reflecting the current standing of the entity (issued not earlier than three months prior to the date of submission), upon signing of the “Confidentiality Obligation” document by the duly authorised representatives of a Potential Investor will receive, for a fee, the “Company Memorandum” containing the information on the Company’s legal, financial and economic standing and the structure of responses to the public invitation of negotiations. The fee for the Company Memorandum is PLN 100.00 (say: one hundred), and it is payable at the cashier’s desk, room 372, Division of General Accountancy and Reporting of the Department of Budget and Finances of the Ministry of Treasury from 12.00 noon to 2.00 PM or to the account of the Ministry of Treasury no. 83 1130 1017 0019 9426 2520 0008, maintained in Bank Gospodarstwa Krajowego, Branch No. 1 in Warsaw.
Responses concerning the purchase of shares should be submitted to: F5 Konsulting Sp. z o.o., ul. Składowa 5, 61-897 Poznań, phone (061) 853 67 18, fax (061) 853 02 95 or the Warsaw Office of F5 Konsulting Sp. z o.o. w Warszawie, Warszawskie Centrum Finansowe (The Warsaw Financial Centre), ul. Emilii Plater 53, 11th floor, room 1141. The persons responsible for accepting the responses and handing over the “Company Memorandum” are Ms. Małgorzata Kuik: malgorzata.kuik@f5.pl and Mr. Piotr Krasiński: piotr.krasinski@f5.pl.
The subject of negotiations shall be in particular the price of the stake of shares, Company development programme prepared by the Potential Investor including investment commitments, environmental commitments as well as commitments concerning the protection of interests of employees and other persons related to the Company and the manner of securing that these commitments are executed. The Minister of Treasury shall only accept a one-off payment for shares, which should be made by means of a bank transfer to the account of the Ministry of Treasury prior to the conclusion of the share purchase agreement.
The deadline for submitting written responses to the public invitation to negotiations for the purchase of shares in the Company shall be 15 February 2010, 2.00 PM Warsaw Time.
Only the responses submitted by those Potential Investors who have signed the “Confidentiality Obligation” and collected the “Company Memorandum” will be taken into consideration.
Potential Investors’ responses should be made in the Polish language and in accordance with the terms and conditions set forth in the Company Memorandum. They should be submitted in two copies, in a sealed envelope, to the Ministry of Treasury, 00-522 Warszawa, ul. Krucza 36/Wspólna 6, to the front office of the Department of Ownership Supervision and Privatisation IV, (room 553). On the envelope should be placed the details identifying the Potential Investor as well as the respective inscription:
“Response to the public invitation to negotiations for the purchase of shares of Zespół Uzdrowisk Kłodzkich Spółka Akcyjna with registered office in Polanica Zdrój – Do not open”.
The Minister of Treasury reserves the right to request additional information and clarifications from potential investors, who submitted responses to the public invitation to negotiations.
The Minister of Treasury will inform in writing each of the Potential Investors who submitted responses to the public invitation for negotiations of his decision concerning the result of examination of these responses by 15 March 2010.
The Minister of Treasury in particular reserves the right to select one or several entities, with which the negotiations shall be conducted; terminate negotiations without giving reasons; extend the deadline for filing responses to the public invitation for negotiations and the date for informing potential investors of the result of examination of such responses; change the procedure and schedule of negotiations.
The Minister of Treasury is not responsible for reimbursement of any costs incurred by entities interested in the purchase of shares in connection with their participation in the negotiations and with conclusion of a share purchase agreement concerning the shares in the Company.
Publication date : 18.01.2010
Published by : Aleksandra Karpowicz
Author : Public Relations Office
Statystyka strony: 531 wizyt
Author : Public Relations Office
Statystyka strony: 531 wizyt