No. 415/2013  | 14-11-2013

Finishing of TriOil Resources Ltd. acquisition

Polski Koncern Naftowy ORLEN S.A. ("PKN ORLEN") informs that on 14 November 2013 Polish time (13 November 2013 Canadian time) the transaction of purchase of all of the issued and outstanding class A common shares ("Common Shares") of TriOil Resources Ltd. (“TriOil”) representing 100% of registered capital of TriOil as well as 100% of the total votes at a meeting of TriOil shareholders by ORLEN Upstream International B.V. (“ORLEN Upstream International”) has been settled.

Total amount of approximately CAD 183,7 million (i.e. ca. PLN 549,2 million) has been transferred by ORLEN Upstream International to the account of a transfer agent (“Transfer Agent”) designated jointly by the transaction parties. The Transfer Agent will pay to TriOil shareholders CAD 2,85 (i.e. ca. PLN 8,52) in cash for each Common Share they hold.

ORLEN Upstream International has transferred the cash after receiving pertinent court approvals confirming the correctness of the transaction process as well as ORLEN Upstream International rights to all TriOil Common Shares. Prior to this TriOil shareholders represented on TriOil Meeting on 12 November 2013 gave consent to the transaction.

TriOil is a Calgary, Alberta, Canada based company engaged in the exploration, development and production of petroleum and natural gas. More information about TriOil can be found at http://www.trioilresources.com/.

PKN ORLEN owns 100% of the registered capital of ORLEN Upstream. ORLEN Upstream owns 100% of the registered capital of ORLEN Upstream International.

All amounts in PLN have been calculated based on the average PLN/CAD exchange rate as of 13 November 2013, as stated by the National Bank of Poland.

See also: regulatory announcement no 410/2013 dated 12 November 2013 and regulatory announcement no 343/2013 dated 16 September 2006.