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Purchase of shares of PGE Górnictwo i Energetyka Konwencjonalna S.A., PGE Obrót S.A. and PGE Dystrybucja S.A. from the State Treasury

  • No. of the report: 81/2010
  • Report date: 28.12.2010
  • Report legal ground: Art. 56 section 1 p. 2 of Act on Public Offering – current and periodic information

Contents of the report

The Management Board of PGE Polska Grupa Energetyczna S.A. (the “Company”, “PGE”) informs that on December 28, 2010 the Company signed the agreement with the State Treasury. As a result of the agreement PGE purchased:- 69,582,441 shares of PGE Górnictwo i Energetyka Konwencjonalna S.A. (PGE GiEK) with its registered office in Bełchatów, constituting 10.69% of the company’s share capital;- 686,389 shares of PGE Obrót S.A. with its registered office in Rzeszów, constituting 13.87% of the company’s share capital;- 14,299,180 shares of PGE Dystrybucja S.A. with its registered office in Lublin, constituting 1.47% of the company’s share capital.Total value of the transaction amounts to PLN 3,098,387,214.39. The transaction is a continuation of the consolidation process and simplification of the structure of PGE Capital Group. The transaction relates to minority shares in key entities of PGE Group, that were purchased by the State Treasury as a result of conversion of shares in accordance with the Act of September 7, 2007 on the principles of acquisition of shares from the State Treasury in the process of consolidation of energy sector companies (Dz. U. of 2007, No. 191, item 1367).After the transaction PGE holds:- 592,766,315 shares of PGE GiEK, constituting 91.03% of the company’s share capital (shares constituting 7.88% of the company’s share capital are held by PGE Obrót S.A. and shares constituting 0.02% of the company’s share capital are held by PGE Energia Odnawialna S.A.);- 4,914,495 shares of PGE Obrót S.A., constituting 99.31% of the company’s share capital;- 97,817,580 shares of PGE Dystrybucja S.A., constituting 10.05% of the company’s share capital (shares constituting 89.91% of the company’s share capital are held by PGE Obrót S.A.).The Agreement satisfies the criteria of a material agreement since its value is greater than 10% of the PGE’s equity.Legal ground: § 5 section 1 p. 3 and § 9 of the Regulation of the Polish Minister of Finance of February 19, 2009 on current and periodic information published by issuers of securities and on conditions under which such information may be recognized as being equivalent to information required by the regulations of law of a state which is not a member state. (Dziennik Ustaw of 2009 No. 33, item 259, as amended).

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