No. 73/2006 | 20-11-2006
Purchase of Orlen Holding Malta Limited and Orlen Insurance Ltd shares by PKN ORLEN
Polski Koncern Naftowy ORLEN Spolka Akcyjna ("PKN ORLEN"), Central Europe's largest downstream oil company, hereby informs that Registrar of Companies Malta Financial Services Authority registered following companies:
- Orlen Holding Malta Limited, headquartered in Sliema, Malta, on 13 November 2006
- Orlen Insurance Ltd, headquartered in Sliema, Malta, on 16 November 2006.
PKN ORLEN purchased:
- 201 shares in Orlen Holding Malta Limited with a par value USD 25 000 of each share (i.e. approximately PLN 74 098 based on USD/PLN average exchanges rates as of November 20th, 2006 stated by National Bank of Poland), representing 99,5% of all Orlen Holding Malta Limited shares. 1 share of Orlen Holding Malta Limited, with a par value USD 25 000 was purchased by Unipetrol a.s. The shares were paid for by PKN ORLEN in the form of a cash contribution of USD 5 025 000 (i.e. approximately PLN 14 893 598 based on USD/PLN average exchanges rates as of November 20th, 2006 stated by National Bank of Poland), and by Unipetrol a.s. in the form of a cash contribution of USD 25 000.
- 1 share in Orlen Insurance Ltd with a par value USD 1 (i.e. approximately PLN 2,96 based on USD/PLN average exchanges rates as of November 20th, 2006 stated by National Bank of Poland). The remaining number of shares, i.e. 4 999 999 shares with a par value USD 1 of each share were purchased by Orlen Holding Malta Limited. The shares were paid for by PKN ORLEN in the form of a cash contribution of USD 1, and by Orlen Holding Malta Limited in the form of a cash contribution of USD 4 999 999 (i.e. approximately PLN 14 819 497 based on USD/PLN average exchanges rates as of November 20th, 2006 stated by National Bank of Poland).
The book value of the purchased shares in Orlen Holding Malta Limited by PKN ORLEN amounts to USD 5 025 000 in the PKN ORLEN books, and the book value of the purchased shares in Orlen Holding Malta Limited by Unipetrol a.s. amounts to USD 25 000 in Unipetrol a.s. books.
The book value of the purchased shares in Orlen Insurance Ltd by PKN ORLEN amounts to USD 1 in the PKN ORLEN books, and the book value of the purchased shares in Orlen Insurance Ltd by Orlen Holding Malta Limited amounts to USD 4 999 999 in Orlen Holding Malta Limited books.
Main business activities of:
- Orlen Holding Malta Limited are connected with investing and possessing shares in other companies, joint-ventures, consortiums and syndicates.
- Orlen Insurance Ltd are connected with insurance activity especially in the domain of property insurance services for PKN ORLEN Capital Group.
PKN ORLEN owns 63% of votes at the General Meeting of Unipetrol. Management Board of Orlen Holding Malta Limited is the same managing body as of Orlen Insurance Ltd.
Management Board consists of four persons and it was established by PKN ORLEN. One of the managing persons is PKN ORLEN employee.
As the Purchased Shares represent more that 20% of the Orlen Holding Malta Limited and Orlen Insurance Ltd initial capital, they are significant assets in accordance to the Polish Regulation of the Minister of Finance dated 19 October 2005 on current and periodic information to be published by issuers of securities (Journal of Laws as of 26 October 2005).