Legal grounds: Paragraph 5.1.1 of the Ordinance of the Minister of Finance dated 19 October 2005 on current and periodical information provided by issuers of securities Report: The Management Board of Powszechna Kasa Oszczędności Bank Polski SA (hereinafter PKO BP) hereby informs that on 20 April 2007 PKO BP and European Bank for Reconstruction and Development (hereinafter EBRD) signed a conditional agreement for the purchase by PKO BP of shares in KREDOBANK SA owned by EBRD. The subject of the transaction are 6,194,908,483 shares in KREDOBANK SA, representing 28.2486% of the share capital of KREDOBANK SA and of voting rights at the General Meeting of KREDOBANK SA . The price for the block of shares acquired by PKO BP will be the higher of the following amounts calculated using the formulas below:
- The amount of EBRD original commitment together with interest equal to the sum of interbank rate between 7 April 2004 and the date of the completion of the transaction.
- EUR equivalent of the net asset value of KREDOBANK SA as at the end of the 1st quarter of 2007 in respect of the EBRD stake in the share capital of KREDOBANK SA multiplied by 1.7. The net asset value of KREDOBANK SA will be determined on the drawing up of the KREDOBANK SA financial statements by the auditors according to the International Accounting Standards.
The transaction price will be set in euro. PKO BP currently holds 15,336,240,937 shares in KREDOBANK SA, having a total nominal value of UAH 153,362,409.37 (one hundred fifty three million three hundred sixty two thousand four hundred nine and 37/100) which represents 69.9329% of the share capital of KREDOBANK SA and of voting rights at the General Meeting of KREDOBANK SA. The purchase of the shares in KREDOBANK SA will be entirely financed with PKO BP own funds. This is a long-term investment for PKO BP. Obtaining a permit from the National Bank of Ukraine is a prerequisite for this transaction. Upon obtaining the permit of the National Bank of Ukraine, PKO BP will hold 21,531,149,420 shares in KREDOBANK SA having a nominal value of UAH 215,311,494.20 (two hundred fifteen million three hundred eleven thousand four hundred ninety four and 20/100) representing 98.1815% of the share capital of KREDOBANK SA and of voting rights at the General Meeting of KREDOBANK SA. EBRD is not an affiliate of PKO BP. The assets acquired are significant because they exceed 20% of the share capital of KREDOBANK SA.