I.            Centrala Zaopatrzenia Górnictwa S.A. with registered office in Katowice

 

II.             „DRAGMOR” Sp. z o.o. with registered office in Kraków

 

III.               Zakłady Chemiczne „ALWERNIA” S.A.  with registered office in Alwernia

 

IV.            Kopalnia Piasku „Kotlarnia” S.A. with registered office in Kotlarnia

 

 

The Minister of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa, acting on behalf of the Treasury, pursuant to Article 31a, in conjunction with Article 33(1)(5) 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 2009 on the Detailed Procedure of Selling Treasury Shares (Journal of Laws No. 34, item 264, as amended) hereby invites all interested parties to an auction to purchase:

 

I.

190,096 ordinary bearer shares (series “A”) for one buyer of a nominal value of PLN 2 each, constituting 25.05% of the share capital of the company Centrala Zaopatrzenia Górnictwa S.A. with registered office in Katowice, ul. Powstańców 17, 40-952 Katowice, hereinafter referred to as the “Company”.
 

The starting price for the stake of 190,096 shares is PLN 4,752,400.00 (four million seven hundred and fifty-two thousand four hundred zloty).

The starting price for one share is PLN 25.00 (twenty-five zloty).

The minimum bidding increment for the entire stake of 190,096 shares is PLN 24,000.00
(twenty-four thousand zloty).

 

In case no further bids are placed by the bidders, the currently highest bid will be called out every one minute.

The Company’s core business activities are, among other things: commerical activities, wholesale of mining accessories and products for mining infrastructure, metallurgical and power industries. Other activities of the Company are related to property leasing.

Upon request, entities interested in the purchase of Company shares in a public auction shall obtain, free of charge, a “Company Information”. For this purpose they should:

·      approach the Ministry of Treasury, room no. 327, on business days: from 20 November 2009 till 14 December 2009, between 10:15 AM and 12:15 PM,

·      present the Transcript from the Register of Entrepreneurs of the National Court Register / Certificate on Entry into the Register of Business Activity, showing the current representation of the entity (certificate must not be older than three months), and if the interested party is a natural person – present an identity document,

·      sign the document “Confidentiality Obligation” by their duly authorized representatives.

 

The “Company Information” is made for individual Companies and contains information of the Company’s legal, economic and financial standing.

The person responsible for releasing the above documentation is:

-         Ms. Krystyna Zawistowska-Myrcha, room 327, Tel. (22) 695 89 24

The Share Purchase Agreement will be concluded with the entity which placed the highest bid, within up to 5 working days from the date of payment of the full purchase price of the shares, reduced by the amount of the bid security, by a bank transfer to the account of the Ministry of Treasury, account no. 03 1010 1010 0025 1213 3920 0000, held with the National Bank of Poland (NBP), Branch in Warsaw.

Payment must be made in full within 5 days from the date of announcing the highest bidder.

In the case when the purchase of shares requires:

1.      the decision of the Chairman of the Office of Competition and Consumer Protection (UOKiK) on no impediments to the intended merger of companies;

2.      the consent of the Minister of Internal Affairs

-   the payment must be made in full within 5 business days from the day of submitting the above mentioned decisions to the Minister of Treasury.

 

The Share Purchase Agreement will be concluded at the organisational unit of the Ministry of Treasury responsible for budget and finance after receipt of the full payment for the shares has been confirmed.

The Share Purchase Agreement will be concluded at the Ministry of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa.

The auction shall be closed upon signing the Share Purchase Agreement for the Company’s shares.

The bid security of PLN 475,240.00 (four hundred and seventy-five thousand two hundred and forty zloty) which corresponds to 10% of the starting price for the entire stake of shares shall be paidby bank transfer to the account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 13 1130 1017 0019 9426 2520 0007, by 14 December 2009.

The bid security is non refundable in the event that the highest bidder refuses to sign the Share Purchase Agreement and when the entity which deposited the required bid security decides not to participate in the auction after the date for submitting applications has passed.

 

II.

60,149shares for one buyer of a nominal value of PLN 10.50 each, constituting 25.06% of the share capital of the company „DRAGMOR” Sp. z o.o. with registered office in Kraków, ul. Wrocławska 53, 30-011 Kraków, hereinafter referred to as the “Company”.

The starting price for the stake of 60,149shares is PLN 12,847,826.40 (say: twelve million eight hundred and forty-seven thousand eight hundred and twenty-six zloty and forty groszy).

The starting price for one share is PLN 213.60 (two hundred and thirteen zloty and sixty groszy).

The minimum bidding increment for the entire stake of 60,149shares is PLN 64,240.00 (sixty-four thousand two hundred and forty zloty).

In case no further bids are placed by the bidders, the currently highest bid will be called out every one minute.

The Company’s core business activities are, among other things: investment opersations in scope of real estate projests as well as financial activities of lending money to other enetities from the Company’s own earned income.

Upon request, entities interested in the purchase of Company shares in a public auction shall obtain, free of charge, a “Company Information”. For this purpose they should:

·          approach the Ministry of Treasury, room no. 327, on business days: from 20 November 2009 till 14 December 2009, between 10:15 AM and 12:15 PM,

·          present the Transcript from the Register of Entrepreneurs of the National Court Register / Certificate on Entry into the Register of Business Activity, showing the current representation of the entity (certificate must not be older than three months), and if the interested party is a natural person – present an identity document,

·          sign the document “Confidentiality Obligation” by their duly authorized representatives.

 

The “Company Information” is made for individual Companies and contains information of the Company’s legal, economic and financial standing.

The person responsible for releasing the above documentation is:

-         Ms. Krystyna Zawistowska-Myrcha, room 327, Tel. (22) 695 89 24

The Share Purchase Agreement will be concluded with the entity which placed the highest bid, within up to 5 working days from the date of payment of the full purchase price of the shares, reduced by the amount of the bid security, by a bank transfer to the account of the Ministry of Treasury, account no. 03 1010 1010 0025 1213 3920 0000, held with the National Bank of Poland (NBP), Branch in Warsaw.

Payment must be made in full within 5 days from the date of announcing the highest bidder.

In the case when the purchase of shares requires:

1.      the decision of the Chairman of the Office of Competition and Consumer Protection (UOKiK) on no impediments to the intended merger of companies;

2.      the consent of the Minister of Internal Affairs

-   the payment must be made in full within 5 business days from the day of submitting the above mentioned decisions to the Minister of Treasury.

 

The Share Purchase Agreement will be concluded at the organisational unit of the Ministry of Treasury responsible for budget and finance after receipt of the full payment for the shares has been confirmed.

The Share Purchase Agreement will be concluded at the Ministry of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa.

The auction shall be closed upon signing the Share Purchase Agreement for the Company’s shares.

The bid security of PLN 1,284,782.64 (one million two hundred and eighty-four thousand seven hundred and eighty-two zloty and sixty four groszy) which corresponds to 10% of the starting price for the entire stake of shares shall be paidby bank transfer to the account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 13 1130 1017 0019 9426 2520 0007, by 14 December 2009.

The bid security is non refundable in the event that the highest bidder refuses to sign the Share Purchase Agreement and when the entity which deposited the required bid security decides not to participate in the auction after the date for submitting applications has passed.

 

III.

571,826ordinary bearer shares (series “A”) for one buyer of a nominal value of PLN 2.3 each, constituting 25.01% of the share capital of the company Zakłady Chemiczne „ALWERNIA” S.A. with registered office in Alwernia, ul. K. Olszewskiego 25, 32-566 Alwernia, hereinafter referred to as the “Company”.

The starting price for the stake of 571,826shares is PLN 33,308,864.50 (thirty three million three hundred and eight thousand eight hundred and sixty-four zloty and fifty groszy).

The starting price for one share is PLN 58.25 (fifty-eight zloty and twenty five groszy).

The minimum bidding increment for the entire stake of 571,826shares is PLN 167,000.00
(one hundred and sixty-seven thousand zloty).

In case no further bids are placed by the bidders, the currently highest bid will be called out every one minute.

The Company’s core business activity is, among other things: the sale of chromium, phosphor, magnesium sulphate and nitrate compounds.

Upon request, entities interested in the purchase of Company shares in a public auction shall obtain, free of charge, a “Company Information”. For this purpose they should:

·        approach the Ministry of Treasury, room no. 327, on business days: from 20 November 2009 till 14 December 2009, between 10:15 AM and 12:15 PM,

·          present the Transcript from the Register of Entrepreneurs of the National Court Register / Certificate on Entry into the Register of Business Activity, showing the current representation of the entity (certificate must not be older than three months), and if the interested party is a natural person – present an identity document,

·          sign the document “Confidentiality Obligation” by their duly authorized representatives.

 

The “Company Information” is made for individual Companies and contains information of the Company’s legal, economic and financial standing.

The person responsible for releasing the above documentation is:

-         Ms. Krystyna Zawistowska-Myrcha, room 327, Tel. (22) 695 89 24

The Share Purchase Agreement will be concluded with the entity which placed the highest bid, within up to 5 working days from the date of payment of the full purchase price of the shares, reduced by the amount of the bid security, by a bank transfer to the account of the Ministry of Treasury, account no. 03 1010 1010 0025 1213 3920 0000, held with the National Bank of Poland (NBP), Branch in Warsaw.

Payment must be made in full within 5 days from the date of announcing the highest bidder.

In the case when the purchase of shares requires:

1.      the decision of the Chairman of the Office of Competition and Consumer Protection (UOKiK) on no impediments to the intended merger of companies;

2.      the consent of the Minister of Internal Affairs

-   the payment must be made in full within 5 business days from the day of submitting the above mentioned decisions to the Minister of Treasury.

The Share Purchase Agreement will be concluded at the organisational unit of the Ministry of Treasury responsible for budget and finance after receipt of the full payment for the shares has been confirmed.

The Share Purchase Agreement will be concluded at the Ministry of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa.

The auction shall be closed upon signing the Share Purchase Agreement for the Company’s shares.

The bid security of PLN 3,330,886.45 (three million three hundred and thirty thousand eight hundred and eighty-six zloty and forty five groszy) which corresponds to 10% of the starting price for the entire stake of shares shall be paidby bank transfer to the account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 13 1130 1017 0019 9426 2520 0007, by 14 December 2009.

The bid security is non refundable in the event that the highest bidder refuses to sign the Share Purchase Agreement and when the entity which deposited the required bid security decides not to participate in the auction after the date for submitting applications has passed.

 

IV.

577,500ordinary bearer shares (series “A”) for one buyer of a nominal value of PLN 2.05 each, constituting 25.00% of the share capital of the company Kopalnia Piasku „Kotlarnia” S.A. with registered office in Kotlarnia, ul. Dębowa 3, 47-246 Kotlarnia, hereinafter referred to as the “Company”.

The starting price for the stake of 577,500 shares is PLN 14,206,500.00 (fourteen million two hundred and six thousand five hundred zloty).

The starting price for one share is PLN 24.60 (twenty-four zloty and sixty groszy).

The minimum bidding increment for the entire stake of 577,500 shares is PLN 72,000.00 (seventy-two thousand zloty).

In case no further bids are placed by the bidders, the currently highest bid will be called out every one minute.

The Company’s core business activities are, among other things: mining of sand and sand-gravel mixture, spearation of outwashed sands and gravels from sand-gravel mixture, rail transportation services, lease of fixed assets and rail infrastructure, sand drying and tipping of mining waste.

Upon request, entities interested in the purchase of Company shares in a public auction shall obtain, free of charge, a “Company Information”. For this purpose they should:

·        approach the Ministry of Treasury, room no. 327, on business days: from 20 November 2009 till 14 December 2009, between 10:15 AM and 12:15 PM,

·          present the Transcript from the Register of Entrepreneurs of the National Court Register / Certificate on Entry into the Register of Business Activity, showing the current representation of the entity (certificate must not be older than three months), and if the interested party is a natural person – present an identity document,

·          sign the document “Confidentiality Obligation” by their duly authorized representatives.

 

The “Company Information” is made for individual Companies and contains information of the Company’s legal, economic and financial standing.

The person responsible for releasing the above documentation is:

-         Ms. Marzena Kusio, room 327, Tel. (22) 695 81 24

The Share Purchase Agreement will be concluded with the entity which placed the highest bid, within up to 5 working days from the date of payment of the full purchase price of the shares, reduced by the amount of the bid security, by a bank transfer to the account of the Ministry of Treasury, account no. 03 1010 1010 0025 1213 3920 0000, held with the National Bank of Poland (NBP), Branch in Warsaw.

Payment must be made in full within 5 days from the date of announcing the highest bidder.

In the case when the purchase of shares requires:

1.      the decision of the Chairman of the Office of Competition and Consumer Protection (UOKiK) on no impediments to the intended merger of companies;

2.      the consent of the Minister of Internal Affairs

-   the payment must be made in full within 5 business days from the day of submitting the above mentioned decisions to the Minister of Treasury.

The Share Purchase Agreement will be concluded at the organisational unit of the Ministry of Treasury responsible for budget and finance after receipt of the full payment for the shares has been confirmed.

The Share Purchase Agreement will be concluded at the Ministry of Treasury, ul. Krucza 36/Wspólna 6, 00-522 Warszawa.

The auction shall be closed upon signing the Share Purchase Agreement for the Company’s shares.

The bid security of PLN 1,420,650.00 (one million four hundred and twenty thousand six hundred and fifty zloty) which corresponds to 10% of the starting price for the entire stake of shares shall be paidby bank transfer to the account of the Ministry of Treasury held with Bank Gospodarstwa Krajowego S.A., Branch No. 1 in Warsaw, account no. 13 1130 1017 0019 9426 2520 0007, by 14 December 2009.

The bid security is non refundable in the event that the highest bidder refuses to sign the Share Purchase Agreement and when the entity which deposited the required bid security decides not to participate in the auction after the date for submitting applications has passed.

Auction applications should be made in the Polish language and should contain:

1.        name, surname and address or name and registered office of the entity interested in participating in the auction;

2.        address for correspondence;

3.        attached evidence of payment of the bid security, along with an indication of the bank account to which the bid security should be refunded;

4.        if the entity responding to the invitation is a natural person:

a.       a photocopy of an identity document confirming the identity of such person, certified by a notary public to be a true copy of the original,

b.      if the natural person is engaged in a business activity – a valid certificate confirming entry in the Register of Business Activity, if separate provisions of law require the entity to be entered in the Register of Business Activity, submitted in original or as a certified copy made by a notary public,

c.       information on the method of financing of the share purchase transaction;

5.        if the entity responding to the invitation is a legal person:

a.       a valid extract from the relevant register,

b.      details of the person(s) entitled to participate in the auction, along with a power of attorney,

c.       details of the person(s) entitled to represent the entity in signing the agreement, along with a duly executed power of attorney, in the event that the identity of the signee is different than the identity of the person specified in item 1,

d.      information on the method of financing of the share purchase transaction;

6.        declaration that the entity interested in participation in the auction:

a.       is not in default with payment of any taxes, or a declaration that the entity obtained, in accordance with the law, the required exemption, deferral, division of overdue amounts into instalments or a stay of execution (in full) of the decision of a relevant authority,

b.      is not in default with payment of fees or premiums for social or medical insurance, or a declaration that the entity obtained, in accordance with the law, the required exemption, deferral, division of overdue amounts into instalments or a stay of execution (in full) of the decision of a relevant authority,

c.       is not in breach of any other privatisation agreements and that the entity is not a party to any court disputes in this regard,

d.      is not in breach of any other agreements concluded with the Treasury, and that the entity is not a party to any court disputes in this regard,

e.       is not a subject of liquidation proceedings and that no bankruptcy was announced, apart from entities which upon announcement of bankruptcy made an arrangement approved under a valid court decision, provided that such arrangement does not provide for satisfaction of creditors by liquidation of the assets of the bankrupt entity,

f.        is not entered in the Register of Insolvent Debtors,

g.       is not registered in the Credit Information Bureau as an unreliable borrower.

 

In the event that the entity interested in participation in the auction is a foreign entity, the submitted documents in a foreign language must be translated into the Polish language by a certified translator. Documents such as an extract from the relevant register, a power of attorney to act on behalf of the entity interested in participation in the auction should be certified by a Consulate/the Embassy of the Republic of Poland in the country where the entity interested in participation in the auction has its registered office, unless specified otherwise by applicable law provisions.

 

Applications for the auction should be submitted in one copy, in a sealed envelope, to the Ministry of Treasury, 00-522 Warszawa, ul. Krucza 36/Wspólna 6, to the front office of the Ministry of Treasury or the front office of the Department of State Real Property and Minority Stakes, room 447, on business days, during office hours 8.15 AM – 4.15 PM by 14 December 2009.

The envelopes should be marked, respectively:

 

 „Zgłoszenie do udziału w aukcji dotyczącej nabycia akcji spółki Centrala Zaopatrzenia
Górnictwa S.A. z siedzibą w Katowicach – Nie otwierać.” (Application to the auction for the purchase of shares of the company Centrala Zaopatrzenia Górnictwa S.A. with registered office in Katowice – Do not open).

 

„Zgłoszenie do udziału w aukcji dotyczącej nabycia udziałów spółki „DRAGMOR” Sp. z o.o. z siedzibą w Krakowie – Nie otwierać.” (Application to the auction for the purchase of shares of the company “DRAGMOR” Sp. z o.o. with registered office in Kraków – Do not open).

 

„Zgłoszenie do udziału w aukcji dotyczącej nabycia akcji spółki Zakłady Chemiczne
„ALWERNIA” S.A. z siedzibą w Alwerni – Nie otwierać.” (Application to the auction for the purchase of shares of the company Zakłady Chemiczne “ALWERNIA” S.A. with registered office in Alwernia – Do not open).

 

„Zgłoszenie do udziału w aukcji dotyczącej nabycia akcji spółki Kopalnia Piasku
„Kotlarnia” S.A. z siedzibą w Kotlarni – Nie otwierać.” (Application to the auction for the purchase of shares of the company Kopalnia Piasku “Kotlarnia” S.A. with registered office in Kotlarnia – Do not open).

 

Applications to the auction will not be accepted after the expiry of the stipulated date and/or if no inscriptions, as indicated above, have been placed on the envelopes.

The auction will commence on 17 December 2009 at 12.00 noon in room 116 at the Ministry of Treasury, Warsaw, ul. Krucza 36/Wspólna 6.

 

The invitation to the auction and the terms and conditions of the auction are subject to change or withdrawal by the Minister of Treasury.