Current Report No. 22/2012

4 July, 2012

Conclusion by Bank Zachodni WBK S.A, jointly with other banks, of an agreement setting out the terms & conditions for PGNiG Termika Spółka Akcyjna issuance of bonds worth up to PLN 1,500,000,000.00 and terms for underwriting the issued bonds by banks acting as underwriters, where the agreement is a significant agreement for Bank Zachodni WBK S.A.

The Management Board of Bank Zachodni WBK S.A. informs that on 4 July 2012 it has concluded jointly with other banks within a consortium the guarantee agreement and agency and depository agreement with PGNiG Termika Spółka Akcyjna, providing terms for PGNiG Spółka Akcyjna issue of bonds up to the value of PLN 1,500,000,000.00. Under the above mentioned agreements Bank Zachodni WBK S.A. committed to purchase bonds issued by PGNiG Termika Spółka Akcyjna for the value not exceeding PLN 235,000,000.00. Under the agreements the Bank will act as one of the four bonds issue underwriters and one of the three payment sub-agents and sub-depositories.

The criterion for qualifying the abovementioned Bank Zachodni WBK S.A. commitments as ones arising from a significant agreement was the relation between the total value of Bank Zachodni WBK S.A.’s obligations under the above mentioned agreements and other agreements concluded with companies from PGNiG S.A. capital group within the preceding twelve (12) months, particularly guarantee agreement and agency and depository agreement up to PLN 615,500,000.00 concluded on 25 November 2012 to the value of Bank Zachodni WBK S.A.’s own equity worth PLN 7,214,775,000.00 as at 31 March 2012. This indicates that the total value of obligations arising from those agreements exceed 10% of Bank Zachodni WBK S.A. own equity.

Legal basis:
sec. 5(1)(3) of the Finance Minister’s regulation on current and periodic information provided by issuers of securities and terms for recognizing information required by non-member state laws as equivalent of 19 February 2009

Santander Bank Polska S.A. with its registered office in Warsaw, al. Jana Pawła II 17, 00-854 Warszawa, registered by the District Court for the capital city of Warsaw, 12th Commercial Division, set up under regulation of the Council of Ministers of 11 April 1988 on setting up Bank Zachodni in Wrocław (Journal of Laws of 1 July 1988, No. 21, item 142), registered under KRS number 0000008723, REGON 930041341, NIP 896 000 56 73, share capital of PLN 1,020,883,050 paid-up in full. Helpline: 1 9999 – fee as per the operator’s tariff.

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