Current Report No. 11/2015

OTC transaction of disposal of shares in PEKAES S.A. by PEK Holdings S.à r.l. to PEK II

SCSp.

Legal basis:

Article 70 item 1 of the Act on Public Offering - acquisition or disposal of a significant shareholding

Contents of the Report:

The Management Board of the Company under the business name PEKAES SA with the registered office in Błonie (the "Company"), acting pursuant to Article 70 item 1 of the Act on Public Offering and Conditions of Introducing Financial Instruments to Organised Trading and on Public Companies of 29 July 2005 (uniform text: Journal of Laws of 2013, item 1382), hereby informs that on 25 June 2015 the Company received the following notification from KH Logistyka Spółka z ograniczoną odpowiedzialnością Spółka komandytowa with registered office in Warsaw ("KH Logistyka"):

"Acting pursuant to Article 69 para. 1 item 1, in conjunction with Article 87 para. 1 item 5 of the Act on Public Offering and Conditions of Introducing Financial Instruments to Organised Trading and on Public Companies of 29 July 2005 (uniform text: Journal of Laws of 2013, item 1382; the "Act"), KH Logistyka informs that as a result of performance of the Contribution Agreement of 18 June 2015, concluded between PEK Holdings S.à r.l. with registered office at 15, rue Edward Steichen, L-2540, Luxembourg, Grand Duchy of Luxembourg ("PEK Holdings"), and PEK II SCSp with registered office at 15, rue Edward Steichen, L-2540, Luxembourg, Grand Duchy of Luxembourg ("PEK II"), on 22 June 2015, in an OTC transaction (the "Transaction"), PEK Holdings disposed of 1,923,606 shares in the share capital of the Company, representing 6.3026% of the share capital of the Company and entitling to 6.3026% of votes in the total number of votes at the General Meeting of the Company, to PEK II.
After settlement of the Transaction, PEK II holds individually 1,923,606 shares in the
Company representing 6.3026% of the share capital of the Company and entitling to
6.3026% of votes in the total number of votes at the General Meeting of the Company.
After settlement of the Transaction PEK Holdings does not hold any shares in the Company. KH Logistyka and PEK II are not parties to written agreements referred to in Article 87 para.
1 item 5 of the Act. Since KH Logistyka and PEK II are subsidiaries of one parent entity
within the meaning of Article 3 para. 1 item 43 of the Accounting Act of 29 September 1994 (Journal of Laws no. 121, item 591, as amended), according to Article 87 para. 1 item 5 of the Act there are grounds for believing that there is an oral arrangement between them on consistent voting at the General Meeting of the Company and long-term policy towards the Company.
Before the Transaction, KH Logistyka held individually 17,308,547 shares in the Company representing 56.71% of the share capital of the Company and giving the right to exercise
17,308,547 votes at the General Meeting of the Company, which represented 56.71% of the
total number of votes at the General Meeting of the Company.
After the Transaction, KH Logistyka holds individually 17,308,547 shares in the Company representing 56.71% of the share capital of the Company and giving the right to exercise
17,308,547 votes at the General Meeting of the Company, which represents 56.71% of the
total number of votes at the General Meeting of the Company.
Before the Transaction, KH Logistyka and PEK Holdings held jointly 19,232,153 shares representing 63.01 % of the share capital of the Company and giving the right to exercise
19,232,153 votes at the General Meeting of the Company, which represented 63.01 % of the total number of votes at the General Meeting of the Company.
After the Transaction, KH Logistyka and PEK II hold jointly 19,232,153 shares representing
63.01 % of the share capital of the Company and giving the right to exercise 19,232,153 votes at the General Meeting of the Company, which represents 63.01 % of the total number of votes at the General Meeting of the Company.
There are no subsidiaries of KH Logistyka which hold shares in the Company.
KH Logistyka is not a party to any agreements the subject of which is the transfer of the right to exercise the voting rights attached to the shares in the Company."

The Management Board of PEKAES SA

26 June 2015

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