No. 48/2007  | 30-07-2007

PKN ORLEN has signed an agreement with Polimex-Mostostal on the sale of shares in Poilen

Polski Koncern Naftowy ORLEN S.A. ("PKN ORLEN") informs that on 30 July 2007 it signed an agreement (“Agreement”) with Polimex-Mostostal S.A. (“Polimex-Mostostal”), headquartered in Warsaw, Poland, regarding the sale of shares in Poilen Sp. z o.o. w likwidacji, (“Poilen”, “Company”) headquartered in Warsaw. The other parties to the Agreement, which are also selling shares in Poilen on the same basis as PKN ORLEN, are the following companies: Polnord S.A. headquartered in Gdansk, Poland, and Polskie Linie Oceaniczne S.A. headquartered in Gdynia, Poland.

As a result of the Agreement, PKN ORLEN will sell to Polimex-Mostostal 7 499 shares in Poilen (“Shares”), representing ca. 24.91% of the registered capital and ca. 24.91% of the total number of votes at the General Meeting of Shareholders of Poilen, with a par value of PLN 100 per share and a total nominal value of PLN 749 900, for a total price of PLN 15 747.90. Payment for the Shares will be transferred within 7 days from the day of signing the Agreement. The Poilen Shares will be transferred to Polimex-Mostostal on the date of payment.

The registered capital of Poilen amounts to PLN 3 010 000 and is divided into 30 100 equal and indivisible shares with a par value of PLN 100 per share. The book value of the Shares in the PKN ORLEN books amounted to PLN 0 as of the day of signing the Agreement. After the settlement of the transaction PKN ORLEN will have no shares in the registered capital of Poilen.

The business activities of Poilen include a wide range of activities corresponding with the business interests of its pre-sale shareholders, i.e.: the exploration and processing of crude oil, fuel trading, building and assembly services, and land and water transport. Since 22 June 2005 the Company has been in the process of liquidation.

Polimex-Mostostal provides construction and installation services in the following sectors: oil and gas, chemical, petrochemical, environmental protection, power engineering, industrial, road, railroad and general construction, the manufacture of power equipment, technological furnaces, industrial steel construction and platform gratings. Polimex-Mostostal is also a developer of real estate. As a result of signing the Agreement Polimex-Mostostal will hold 100% of the shares in Poilen.

Except in respect to the execution of the Agreement referred to above, and apart from normal business relations, no other relationship exists between PKN ORLEN, PKN ORLEN’s managing or supervisory persons, and Polimex-Mostostal.

As the Shares represent ca. 24.91% of the Poilen registered capital, they are significant assets in accordance with par. 2 section 1 point 52 and section 5 of the Polish Regulation of the Minister of Finance dated 19 October 2005, on current and periodic information to be published by issuers of securities.

See also: regulatory announcement no 44/2003 dated 9 June 2003.