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The deadline for submitting written responses is 12 April 2012, 2 pm.

THE MINISTER OF TREASURY OF THE REPUBLIC OF POLAND
invites to negotiations regarding purchase of shares of the company
Fabryka Przewodów Energetycznych S.A. with its registered office in Będzin

Minister of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warsaw, acting on behalf of the Treasury, pursuant to Art. 33(1) sub-paragraph 3 of the Act of 30 August 1996 on Commercialisation and Privatisation (consolidated text, Journal of Laws of 2002 No. 171, item 1397, as amended), further referred to as the "Act" and pursuant to the Regulation of the Council of Ministers of 30 May 2011 on Detailed Procedure of Selling State Treasury Shares (Journal of Laws of 2011 No. 114, item 664), invites all interested parties to negotiate the purchase of: 2,365,000 (say: two million three hundred sixty five thousand) ordinary registered shares of a nominal value of PLN 10 (say: ten zloty) each, which constitutes 88.25 % of the share capital of Fabryka Przewodów Energetycznych S.A. with its registered office in Będzin, ul. Sielecka 1, 42-500 Będzin, further referred to as the "Company".

As at the day of this announcement, the Treasury holds 100% of the Company shares.

In accordance with Art. 36 of the Act, eligible employees are entitled to acquire free of charge 11.75% of Company shares currently owned by the Treasury, i.e. 315 000 Shares. Shares not acquired by eligible employees may be sold by the Minister of Treasury to an entity selected through these negotiations, provided that the right of such employees to acquire shares free-of-charge expires.

The Company's principal scope of business is production of wire products, aluminium products, copper products in the form of semi-finished products, tools, wires and insulated conductors, wholesale of waste and scrap, other non-specialized wholesale.

Entities interested in purchasing the Company shares, further referred to as the Potential Investors, that from 23 March 2012 communicate their interest in purchasing the Company shares to IMAP Access 2 Sp. z o.o. with its registered office in Warsaw, acting as an advisor to the Minister of State Treasury, upon producing documents enabling the Potential Investor’s identification, i.e. excerpt from the register of entrepreneurs of the National Court Register /certificate of entry into the business activity register presenting the actual representation of the entity (the date of issuance will not be earlier than three months before the documents were filed) / or in an event the Potential Investor is a natural person, not an entrepreneur – upon producing the identity card and any relevant power of attorney, as well as upon signing by the authorised persons the "Confidentiality Obligation", will receive "Company Memorandum on Fabryka Przewodów Energetycznych S.A." which contains information on legal, economic and financial situation of Company, as well as on required structure of response to public invitation to negotiate.

Applications for the purchase of the Company shares should be directed to:

IMAP Access 2 Sp. z o.o.
ul. Krakowskie Przedmieście 47/51,
00-071 Warsaw;
tel: (+48 22) 826 33 16, 646 80 90,
fax: (+48 22) 828 46 09.

The person responsible for receiving applications is Ms. Beata Miziołek-Papp (a-mail: bmiziolek@access2.pl).

The response to the public invitation to negotiations must include the following information and documents:

1. Presentation of the Potential Investor (or Investors in the Consortium):
   
   a) company name, registered office and address of the company of the Potential Investor (or Investors in the Consortium)/ name and surname in the case of a natural person not conducting business activity,
   b) a valid excerpt from the Register of Entrepreneurs/Trade Register (issued not earlier than 3 months from the submission to the Ministry of Treasury prior to the deadline for submission of responses); in the case of foreign entities: relevant corporate documents (including translations into Polish by a sworn translator); in the case when the Potential Investor is a natural person: a photocopy of an identity document,
   c) names, positions, addresses and phone/fax numbers and e-mail addresses of persons authorised to act on behalf of the Potential Investor, together with a document confirming the authority to represent the Potential Investors by these persons, or power of attorney to act on behalf of the Potential Investor,
   d) statute or articles of association (in the case of foreign entities, the original documents should be submitted along with a sworn translation into Polish),
   e) information on the ownership structure of the Potential Investor's company (or Investors in the Consortium) and the characteristics of its shareholders,
   f) data on the structure and activity area of the Potential Investor (or Investors in the Consortium), with particular emphasis on business line and activity in Poland,
   g) copy of the last annual financial statement together with an auditor's opinion and report for the last month of operation covered by such report; for Potential Investors that are not subject to audit - F-01 report as well as current financial statements (balance sheet, income statement); foreign entities will submit proper financial documents; natural persons - a copy of personal income tax return for the last year,
   h) power of attorney, as provided by law, to represent the Consortium, if the Consortium is represented by an authorised attorney.
   
   In the case when the response to the public invitation to negotiations is submitted jointly by several entities – the information from point 1 - Presentation of the Potential Investor should be given for each of the entities submitting a joint response.
2. Declaration of the Potential Investor relating to the acquisition of 2,365,000 of Company shares.
3. Identification of sources of funding for the purchase of the shares. Financial resources for this purpose should come from sources external to the Company, they may not be secured on the assets of the Company (including securities held by the Company).
4. Proposed price per share (it should be a clearly defined amount in PLN, without specifying the range of values and it should not be burdened by any conditions) and the value of the entire block of shares, which the Investor intends to acquire.
5. Declaration of the Potential Investor relating to the non-disposal period of shares acquired from the Treasury.
6. Declaration of the Potential Investor relating to continuation of the principal activity of the Company.
7. Declaration of the level of capital expenditure, the schedule of fulfilment of commitments, and an assessment of their impact on the Company's operations.
8. Sources of funding for capital expenditures, including the amount of the declared share capital increase (if applicable) and the period in which the increase is to be made. Financial resources for this purpose should come from sources external to the Company, they may not be secured on the assets of the Company (including securities held by the Company).
9. Basic assumptions about the social package for the employees.
10. Method of securing the execution of the declared commitments.
11. Document (bank reference or other appropriate document) confirming the credibility and financial standing of the Potential Investor.
12. Significant assumptions that affect the amount of the offered price.
13. Other issues relevant to the Potential Investor.
14. Validity of response to the invitation to negotiations (it should not be less than 180 days from the date of deposit).

If a range is given regarding the price, investment amount or the Company's capital increase, the lower of the amounts will be used for comparison of the submitted responses.

Please note: if the Investor is part of a concern (corporate group), or a subsidiary, the Ministry expects to receive basic information on the activities of the concern (corporate group).

In case of bidders who are foreign entities, the submitted documents made in foreign language must be translated into Polish by a sworn translator. Additionally, such documents as an extract from the relevant register and the power of attorney to act on behalf of the bidder in case of foreign entities from outside the European Union should be certified by Consulate/Embassy of the Republic of Poland in the country of the bidder.

Detailed structure of the response to public invitation to negotiations is contained in the document entitled "Detailed information on the sale of shares of Fabryka Przewodów Energetycznych S.A. with its registered office in Będzin", which will be available at the Advisor's site as well as under the announcement on the website of the Ministry of Treasury.

The negotiations will concern in particular the price for the block of Company shares and possibly other non-price obligations, including investment commitments, obligation to continue the principal activity of the Company, obligations relating to the protection of workers' interests and the manner of securing the fulfilment of these obligations.

The Minister of Treasury will accept one-time full payment for the block of shares only in form of a bank transfer made to the Ministry’s account prior to signing share purchase agreement.

The deadline for submitting written responses to the public invitation to negotiations for the purchase of the Company shares is 26 March 2012, 2:00 pm.

Written response to the invitation to negotiations should be submitted in the Polish language, printed with page numbers, signed and initialled on each page by the person authorised to represent the Potential Investor. In the case of initial offer submitted by the consortium, it should be signed by authorized representatives of each member of the consortium.

The response to the invitation to negotiations should be submitted to the Ministry of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warsaw, to the front desk of Department of Privatisation, room 501, tel. 22 695 87 22, fax 22 695 88 18, in two copies, in sealed envelopes, delivered in person or by courier.

The envelope should be marked as follows: „Odpowiedź na publiczne zaproszenie do negocjacji w sprawie zakupu akcji spółki Fabryka Przewodów Energetycznych S.A. z siedzibą w Będzinie – NIE OTWIERAĆ" [Response to the invitation to negotiations regarding the purchase of shares of Fabryka Przewodów Energetycznych Spółka Akcyjna with its registered office in Będzin - DO NOT OPEN"] and include the identification details of the Potential Investor.

Responses submitted after the deadline will not be considered.

Potential Investors who submitted responses to the public invitation to negotiations will be notified in writing, by registered mail sent by 13 April 2012, of the Minister’s decision regarding the submitted response.

The Minister of Treasury reserves the right to request additional information and clarifications from Potential Investors who submitted their replies to the public invitation to negotiations.

In particular, the Minister of Treasury reserves the right to: undertake negotiations with one or several selected entities; withdraw from the negotiations without giving reasons; extend the period to read the Company Memorandum, extend the deadline for submitting replies to the public invitation to negotiations, extend the deadline for notifying of the decision regarding the replies to the public invitation to negotiations, and/or change the procedure and schedule of negotiations.

The Minister of Treasury will not bear or reimburse any costs incurred by Potential Investors in connection with the submission of responses to the publicly announced invitation to negotiations, participation in the negotiations and conclusion of the share purchase agreement for the Company's shares.

The text of the announcement:

• Change in the terms of the negotiations for the purchase of shares of Fabryka Przewodów Energetycznych S.A. with its registered office in Będzin

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