Pursuant to article 5(1.7) of the Decree of the Minister of Finance of 19 February 2009 on current and periodic information disclosed by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state (Journal of Laws of 2009, No. 33, item 259), the Management Board of Telekomunikacja Polska S.A. (“TP S.A.”) hereby informs that TP S.A. has granted a guarantee.
On 6 May 2009, in connection with the establishment of the Euro Medium Term Note (EMTN) Programme (“the Programme”) up to the amount equivalent to €1,500,000.000, TP S.A. signed the Deed of Guarantee, thus granting an irrevocable and unconditional guarantee to the holders of the debt notes issued in the Programme (“the Debt Notes”).
The guarantee covers the performance of all potential obligations of the Debt Note issuer, i.e. TPSA Eurofinance France S.A., a TP S.A.’s subsidiary, towards the Debt Note holders, particularly an obligation to effect the redemption payment for the Debt Notes issued in the Programme, the payment of the interest on the Debt Notes and any other payments due according to the issue terms and conditions.
TPSA Eurofinance France S.A. is a company duly established under the law of France. Its share capital amounts to €226,750.59 and is divided into 49,401 shares of nominal value of €4.59 each, corresponding to the same number of votes at the Shareholders’ Meeting.
TPSA Finance B.V. holds a 49.995% interest in the share capital of TPSA Eurofinance France S.A., which corresponds to 49.995% of the total voting power. TPSA Eurofinance B.V., a wholly owned subsidiary of TPSA Finance B.V., holds a further 49.995% interest in the share capital of TPSA Eurofinance France S.A., which corresponds to 49.995% of the total voting power. TPSA Finance B.V. and TPSA Eurofinance B.V. hold an aggregate stake of 99.99% in TPSA Eurofinance France S.A., controlling 99.99% of the total number of votes at the Shareholders’ Meeting thereof. TPSA Eurofinance B.V. and TPSA Finance B.V. are subsidiaries of TP S.A.