Announcements

Invitation to negotiations on purchase of shares of Centralny Ośrodek Badawczo Rozwojowy Aparatury Badawczej i Dydaktycznej COBRABiD sp. z o.o. (limited liability company) with its registered office in Warsaw

The deadline for written responses expires on 10 June 2010, at 15.00 hrs, Polish standard time.

program prywatyzacji




The Minister of the Treasury of
the Republic of Poland
announces negotiations with regard to the acquisition of shares of

Centralny Ośrodek Badawczo Rozwojowy Aparatury Badawczej i Dydaktycznej COBRABiD sp. z o.o. (limited liability company)
with its registered office in Warsaw

The Minister of the Treasury, 36 Krucza/6 Wspólna Streets, 00-522 Warsaw, acting on behalf of the Treasury, pursuant to Article 33(1)(3) of the Act of 30 August 1996 on the commercialization and privatization (the uniform text in the Journal of Laws from 2002, No. 171, Item 1397 with subsequent amendments), hereinafter referred to as the ‘Act’, and pursuant to the Regulation by the Cabinet of 17 February 2009 on the detailed mode of disposing of stocks of the Treasury (Journal of Laws No. 34, Item 264) invites all the parties concerned to negotiations with regard to the acquisition of 170,000 (in words: one hundred and seventy thousand) shares of the face value of PLN 50.00 (in words: fifty zlotys) each, comprising 85% of the initial capital of Centralny Ośrodek Badawczo Rozwojowy Aparatury Badawczej i Dydaktycznej COBRABiD sp. z o.o. with its registered office in Warsaw, address: ul. Łucka 15, 00-842 Warszawa, entered in the Register of Entrepreneurs of the National Court Register held by the District Court for the City of Warsaw under KRS No. 0000284830, hereinafter referred to as the ‘Company’.

As of the day of this announcement, 100% shares of the Company are held by the Treasury.

The core business of the Company involves primarily research and development within sciences and rendering related services (provided in Warsaw within chromatography and optoelectronics as well as in Poznań within appliances used in the food industry) as well as the implementation and production of the appliances and teaching aids developed by the Company for measuring-control purposes in compliance with the scope of its R&D activities.

Any persons interested, hereinafter referred to as the ‘Potential Investors’, are requested to submit the written confirmation of their interest in the negotiations at the Ministry of Treasury or at the Consultant’s, i.e. ABC Consulting Sp. z o.o., representing the Treasury in the process of selling the shares of Centralny Ośrodek Badawczo Rozwojowy Aparatury Badawczej i Dydaktycznej COBRABiD Sp. z o.o. to the following address:

  1. Ministerstwo Skarbu Państwa (Ministry of the Treasury), 00-522 Warszawa, ul. Krucza 36/Wspólna 6, Agnieszka Kazalska, Department of Privatization Projects, 7th floor, room 729, tel. (+48 22) 695 97 09, mail: agnieszka.kazalska@msp.gov.pl.
  2. ABC Consulting Sp. z o.o. with its registered office in Gdańsk, ul. Grunwaldzka 102, 80-244 Gdańsk, tel. (+48 58) 341 43 65, (+48 58) 346 15 58, fax (+48 58) 344 16 08, mail: consul@abcc.com.pl. Contact persons responsible for receiving confirmations on behalf of the Consultant are: Dariusz Łapiński and Łukasz Rzepka.

After submitting the valid corporate documents, i.e. an extract from the Register of Entrepreneurs of the National Court Register / a certificate on the entry in the business activity register that include information on the persons authorised to represent the Potential Investor (with the date of issue not earlier than three months before the date of submitting the document), and if the party concerned is an individual who is not an entrepreneur – a document that confirms the identity and a power of attorney, if any, and after signing by an authorised representatives of the Potential Investor the document entitled ‘Non-Disclosure Agreement’, the ‘Company Information Memorandum’ (hereinafter referred to as the ‘Memorandum’) shall be provided for a fee at the Ministry of the Treasury or the seat of the Consultant (the price of PLN 100.00 payable to the account of the Ministry of Treasury at Bank Gospodarstwa Krajowego S.A., 1st Branch in Warsaw, No. 83 1130 1017 0019 9426 2520 0008 or at the cash desk of the Ministry, room No. 372, General Accounting and Reporting Department of the Budget and Finance Division of the Ministry on working days from 12.00 to 2.00 p.m.), from the day following the date of publishing this announcement. The Memorandum shall include information on the legal and economic-financial situation of the Company as well as the structure of answers to the public announcement of negotiations. The persons responsible for providing the Memorandum on behalf of the Ministry are: on behalf of the Ministry – Ms Agnieszka Kazalska, and on behalf of the Consultant – Dariusz Łapiński and Łukasz Rzepka.

The ‘Memorandum’ shall be provided until the day directly preceding the deadline for submitting written responses to the public announcement of negotiations concerning the purchase of the Company’s shares.

The subject matters of the negotiations shall include in particular the price for the acquired shares. Moreover, the negotiations shall also concern the development programme of the Company including the obligation to increase the initial capital or other investment obligations, the undertakings with regard to environmental protection, the undertakings concerning the protection of the interests of employees and other persons related to the Company and the methods of securing the performance of such undertakings.

The deadline for the submission of responses to the public announcement of negotiations concerning the disposal of the Company’s shares by the Potential Investors who have received the ‘Memorandum’ expires on 10 June 2010, at 15.00 hrs, Polish standard time.

The responses of Potential Investors in the Polish language are to be submitted in two copies and in a sealed envelope to the Ministry of the Treasury, 36 Krucza/6 Wspólna Streets, 00-522 Warsaw, the Secretariat of the Department of Privatization Projects, 7th floor, room 739.

Please mark the envelope as follows: “Odpowiedź na publiczne zaproszenie do negocjacji w sprawie nabycia udziałów Spółki Centralny Ośrodek Badawczo Rozwojowy Aparatury Badawczej i Dydaktycznej COBRABiD sp. z o.o. z siedzibą w Warszawie – NIE OTWIERAĆ” (Response to the public announcement of negotiations concerning the procurement of shares in Centralny Ośrodek Badawczo Rozwojowy Aparatury Badawczej i Dydaktycznej sp. z o.o. with its registered office in Warsaw – Do not open) and with the particulars of the Potential Investor.

Only the responses submitted by the Potential Investors who have signed the document entitled ‘Non-Disclosure Agreement’ and have received the ‘Memorandum’ shall be examined.

The Minister of the Treasury reserves the right to demand additional explanations from the Potential Investors who have submitted their responses to the public announcement of negotiations.

The Minister of the Treasury shall advise in writing every Potential Investor who has submitted a response to the public announcement of negotiations of the results of the examination of their responses until the deadline of 24 June 2010.

The Minster of the Treasury reserves the right to select a single or several Potential Investors he shall negotiate with, to change the procedures and the timetable of negotiations, to withdraw from negotiations without giving reasons, to extend the deadline for submitting responses to the announcement of negotiations and to extend the deadline for advising of the results of the examination of the responses.

The Minister of the Treasury shall not be liable for and shall not refund any costs incurred by the entities interested in purchasing the shares due to their participation in negotiations and closing the shares purchase agreement for the Company’s shares.
 

 

Publication date :10 May 2010

Published by :Agnieszka Steindl
Author : Department of Privatisation Projects

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