The Polish Office of Competition and Consumer Protection has approved the transaction of sale of 100% of Polkomtel shares to Spartan Capital Holdings Sp. z o.o.

The Management Board of PKN ORLEN S.A. (“PKN ORLEN”, “Company”) announces that on 24 October 2011 it was informed that Polish Office of Competition and Consumer Protection approved the transaction of sale of 100% of Polkomtel shares to Spartan Capital Holdings Sp. z o.o., the special purpose vehicle controlled by Mr. Zygmunt Solorz-Zak. Consequently, a condition of the preliminary agreement, signed on 30 June 2011 between PKN ORLEN, PGE Polska Grupa Energetyczna S.A., KGHM Polska Miedz S.A., Vodafone Americas Inc, Vodafone International Holdings B.V. and Weglokoks S.A. as the sellers (“Sellers”), and Spartan Capital Holdings Sp. z o.o., the special purpose vehicle controlled by Mr. Zygmunt Solorz-Zak, as the purchaser (“Purchaser”) for the sale of 100% of the shares in Polkomtel S.A. (the “Agreement”), has been fulfilled (information on the Agreement was provided by the Company in the regulatory announcement no 108/2011 dated 30 June 2011).

In accordance with the notification received by PKN ORLEN, approval for the transaction provided for by the Agreement was issued on 24 October 2011.

In connection with fulfillment of the aforementioned condition, in accordance with the procedure set forth in the Agreement, the Sellers and Purchaser will agree on the date of signing of the final agreement for the sale of Polkomtel’s shares .

Following completion of the transaction, the Purchaser will acquire 100% of the shares in Polkomtel S.A., and none of the Sellers will hold any shares in Polkomtel S.A.

See also: regulatory announcement no. 17/2006 dated 10 March 2006, regulatory announcement no. 102/2008 dated 21 November 2008, regulatory announcement no. 114 / 2008 dated 18 December 2008 and regulatory announcement no. 108/2011 dated 30 June 2011.