MenuNews
|
AnnouncementsInvitation to a public tender to purchase shares of Ośrodek Badawczo – Rozwojowy Przemysłu Rafineryjnego S.A. with registered office in PłockDeadline for submitting offers expires on 3 September 2010 at 2:00 PM Warsaw time
the Minister of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, acting on behalf of the Treasury, hereinafter referred to as the “Seller”, pursuant to Article 33(1)(2) 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”, hereby invites all interested parties to submit their offers in a public tender, hereinafter referred to as the “Tender” to purchase the shares of the company: Ośrodek Badawczo – Rozwojowy Przemysłu Rafineryjnego S.A. The Company’s core business activity is production of aviation fuel, additives for fuels and biofuels, plastic products and other chemical products as well as research and development works for the environmental protection sector and the oil refinery and petrochemical industries. The Tender concerns 941,800 (nine hundred forty-one thousand eight hundred) ordinary registered shares of series A numbered from A 0000000001 to A 0000941800, with a nominal value of PLN 10.00 (ten zloty) each, constituting 85% of the Company’s share capital. Pursuant to Article 36(1) of the Act, eligible employees of the Company are entitled to acquire free of charge up to 166,200 (one hundred sixty-six thousand two hundred) shares, constituting up to 15% of the Company’s share capital. The Minister of Treasury reserves the right to sell the shares not acquired by eligible employees to an Investor selected through this public tender after the right of such employees to the free-of-charge acquisition of shares has expired. The minimum purchase price (starting price) is PLN 65.00 (sixty-five zloty) for one share and PLN 61,217,000.00 (sixty-one million two hundred seventeen thousand zloty) for the entire stake of shares. All interested parties who approach the Ministry of Treasury, room 469, on weekdays between 12:00 and 2:00 PM, from 27 July 2010 up to the day immediately preceding the deadline for submitting written Offers to purchase the shares of Ośrodek Badawczo-Rozwojowy Przemysłu Rafineryjnego S.A. with registered office in Płock (hereinafter referred to as “Offers”) and who sign the Confidentiality Obligation, will receive the Company Memorandum, containing information on the legal and financial standing of the Company, the Detailed Terms and Conditions of Tender, containing information on the requirements applying to the participants of the Tender and the conditions to be met by the Offer to purchase shares, as well as the Sample Share Purchase Agreement. In order to obtain the above mentioned documents, the interested parties will be required to produce: an identity document, a power of attorney to act on behalf of the interested party, proof of payment of the fee for the Company Memorandum, and a transcript from the Register of Entrepreneurs of the National Court Register (for entrepreneurs entered in the Register of Entrepreneurs), or a certificate confirming entry in the Register of Business Activity (in case of natural persons conducting business activity), showing the current representation of the entity (certificate must be issued not earlier than three months prior to the date of submission). If the bidder is a foreign entity, the submitted documents made in a foreign language must be translated into the Polish language by a certified translator. The fee for the Company Memorandum is PLN 300 payable to the cashier of the Ministry Treasury, room 372, between 12:00 and 2:00 PM, or directly to the bank account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 83113010170019942625200008 (payment reason: “Company Memorandum of Ośrodek Badawczo Rozwojowy Przemysłu Rafineryjnego S.A. with registered office in Płock”). Bidders will be able to acquaint themselves with the Company’s enterprise on a day agreed with the Seller. Prior to participation in the Tender, Bidders are obliged to make a bid security deposit of PLN 1,000,000.00 (one million zloty), by bank transfer to the account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 13113010170019942625200007, by the day immediately preceding the deadline for submitting written offers to purchase the Company shares. Confirmation of payment of the bid security deposit must be attached to the Offer. The deadline for submitting Offers to purchase the Company shares is 3 September 2010 at 2:00 PM Warsaw time. Offers must be made in the Polish language and submitted in single copy, in a sealed envelope, to the Department of Owner Supervision and Privatisation I (room 477) at the Ministry of Treasury, 00-522 Warszawa, ul. Krucza 36/Wspólna 6. The envelope should be marked: „Przetarg – Ośrodek Badawczo – Rozwojowy Przemysłu Rafineryjnego S.A. z siedzibą w Płocku – nie otwierać” (Tender – Ośrodek Badawczo-Rozwojowy Przemysłu Rafineryjnego S.A. with registered office in Płock – Do not open) and must also include the identification details of the bidder. Envelopes will be opened on 3 September 2010 at 2:30 PM at the Seller’s headquarters, room no. 477. Following submission, the offer shall be binding for the Bidder until notified that another Offer has been selected, however not longer than 180 days from the date of announcing the Tender. Considered will only be those offers which were submitted by bidders who signed the Confidentiality Obligation and collected the Detailed Terms and Conditions of Tender and the Company Information. The sole substantive criterion subjected to evaluation will be the price for the shares. Bidders will be immediately advised of Tender results in writing. The Share Purchase Agreement will be concluded not later than 60 days after advising the bidder that the bidder’s offer has won. Payment for the shares must be made by certified cheque or by transfer to the account of the Seller prior to the conclusion of the Share Purchase Agreement. The Seller only accepts full payment for the shares. Upon selecting the winning offer, the bid security deposit made by the winning bidder will be credited towards the price for the Company shares. Bid security deposits made by the remaining bidders will be immediately returned in accordance with applicable regulations. Should the winning bidder avoid the Share Purchase Agreement, the security paid by such bidder will not be returned. Offers submitted after the stipulated deadline and or failing to comply with the terms specified herein will be rejected.
|

text version










