KI Chemistry plans to withdraw Ciech from the Warsaw Stock Exchange

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KI Chemistry, a company from Kulczyk Investments Group which owns 92.45% of Ciech shares, intends to withdraw the chemical company from the Warsaw Stock Exchange (GPW). Minority shareholders will have another opportunity to sell their shares to a strategic investor for PLN 54.25 each under the share sale invitation announced on September 29. Sales offers will be accepted from October 4 to October 10.

“As per our previous announcements, we intend to withdraw Ciech shares from the stock exchange. KI Chemistry today has over 90% of the total number of votes in the company, hence possess enough voting power to adopt a resolution of shareholders necessary for delisting. At the same time, we want to give minority shareholders a chance to sell their shares at PLN 54.25 each before we start taking steps towards converting Ciech into a non-public company. We are currently enabling minority shareholders to receive funds for their shares much faster than in the standard delisting procedure,” indicated Dawid Jakubowicz, CEO of Kulczyk Investments.

KI Chemistry intends to acquire up to 3,981,190 Ciech shares, representing about 7.55% of the company’s share capital, thereby increasing its stake to 100%. Share sales offers will be accepted from October 4 to October 10, with the settlement of transactions planned for October 13. KI Chemistry does not anticipate a change in the offered price or an extension of the invitation period.

In case KI Chemistry reaches a threshold of at least 95% of the total number of votes at the General Meeting of Ciech S.A. as a result of the transaction settlement, KI Chemistry plans to conduct a compulsory buyout of shares belonging to the remaining shareholders.

KI Chemistry believes that maintaining the status of a public company limits its ability to quickly and flexibly respond to dynamically changing economic, regulatory, and geopolitical conditions, turbulence in global financial and raw materials markets, and in the company’s immediate surroundings.

KI Chemistry intends to continue supporting the balanced, international development of the CIECH Group, including through acquisitions. The aim is to strengthen the Group’s competitiveness in response to a clear economic downturn, which is translating into lower demand for the Group’s products and, as a result, its financial results this year. KI Chemistry estimates that enhancing competitiveness and further development of the CIECH Group will require significant investment expenditures, including for a comprehensive technological and energy transformation and for limiting CO2 emissions. Potential international acquisitions and the capital-intensive technological and energy transformation program in the CIECH Group may result in the need for significant debt increase, and consequently significantly limit the company’s ability to pay dividends in the coming years.

Important Dates:

Start of acceptance of share sales offers: October 4, 2023.

End of acceptance of share sales offers: October 10, 2023.

Predicted day of transaction settlement and share acquisition: October 13, 2023.