Current report no.: 45/2015

Submission by a subsidiary of an offer of granting a guarantee to holders of Polish debentures

Current report no.: 45/2015 

Date of report: 2015-11-27

Subject: Submission by a subsidiary of an offer of granting a guarantee to holders of Polish debentures 

Text of the report:

The Management Board of CIECH S.A. (“the Company”, “the Issuer”), with reference to the issue by the Company, on 5 December 2012, of secured bearer’s debentures governed by the laws of Poland, denominated in Polish zloty, of 02 series, with a total face value of PLN 160,000,000, not covering an option of early redemption, with the maturity date of 5 December 2017 (“Debentures”), as notified by the Company in current report no. 62/2012), hereby announces that on 27 November 2015, a subsidiary of the Issuer - KWG-Kraftwerksgesellschaft Staßfurt mbH, a company of the laws of Germany, entered in the Commercial Register kept by the regional court in Stendal, entry number HRB 105871 (“KWG”), submitted an offer to the holders of all Debentures (“Debenture Holdres”) of conclusion of a guarantee agreement (as defined in Articles 876-887 of the Civil Code) regarding the liabilities of the Company to make all payments under the Debentures (“Guarantees"), in the form of an irrevocable guarantee declaration (“Guarantee  Declaration"), available at the website of the Company at: Guarantees may be established at the amount constituting up to 125% of the total face value of the Debentures held by a given Debenture-Holder, but no more than 125% of the total face value of all Debentures.

A given Debenture-Holder shall acquire the rights under the Guarantees at the time of delivery to KWG, with a copy to the Company, of a statement submitted by the Debenture-Holder regarding the acceptance of the Guarantee, according to Attachment 1 to the Guarantee  Declaration, containing a deposit document confirming that: (i) a given Debenture-Holder is a holder of Debentures and (ii) the blocking of such Debentures was made until the working day following the date of submission of the statement on acceptance of the Guarantee.

The submission of an offer of granting the Guarantee to the Debenture-Holders is connected with the granting by KWG, effective on 27 November 2015, of guarantees to the lenders of the loans granted to the Company under the loans agreement of 29 October 2015, as notified by the Company in current report no. 44/2015 of 27 November 2015.

Legal basis: Art. 56 section 1 point 1 of the Act on Offering - confidential information.

Signatures of the Company's representatives:

Maciej Tybura – President of the Management Board

Artur Osuchowski – Member of the Management Board

Do góry