No. 77/2018  |  20-06-2018

Czech National Bank approval regarding the purchase of Unipetrol a.s. shares held by minority shareholders

PKN ORLEN S.A. („Company”, „Issuer”) informs that on 20 June 2018 the Czech National Bank approved the purchase of all shares of Unipetrol a.s. (“Unipetrol”) held by Unipetrol minority shareholders, i.e. 10 827 673 shares, constituting ca. 5,97% of the Unipetrol's share capital (“Buyout”). As the Czech National Bank accepted the Company’s application in whole, on 20 June 2018 the Company formally waived its right to appeal against the decision of the Czech National Bank. As a result the Company intends to conduct the Buyout according to the above-mentioned decision of the Czech National Bank.

In the Buyout the Company will offer a price of CZK 380 per share, ie. the total price of CZK 4 114 515 740. The acquisition by the Company of the above-mentioned shares will be realized by squeeze out of minority shareholders. The Buyout will be realized with an intent of delisting of Unipetrol’s shares from trading at the Prague Stock Exchange (Burza cenných papírů Praha, a.s).

Currently the next stage of the Buyout procedure will be conveying of the Unipetrol Extraordinary General Meeting to approve the Buyout. For this purpose the Company will submit a motion for conveying of such an Extraordinary General Meeting.

Considering all operations required to conduct the Buyout, its settlement and closing is expected by the end of 2018.

Currently the Issuer owns in total 170 507 091 shares of Unipetrol, constituting ca. 94,03% of the Unipetrol's share capital and corresponding to ca. 94,03% of votes at the General Meeting of Unipetrol.

See also: regulatory announcement no 59/2018 as of 22 May 2018.