Acquisition of high-value assets

Current report 46/2006 dated 31.10.2006

The Management Board of ATM S.A. inform that today ATM S.A. acquired 400 shares of the company having its registered office in Katowice, as a result of fulfilling the investment agreement which the Company notified of in the current report no. 44/2006 dated October 24, 2006.

The shares were sold by natural persons, i.e. current shareholders of KLK.

The shares were acquired for a total amount of PLN 14,960,000, and their total nominal value is PLN 240,000. The shares will be paid for in two installments: the first installment of PLN 6,754,440 shall be paid in cash within 14 days after the acquisition of shares, and the other following a new ATM share issue, by issuing to the sellers 68,602 shares of the new issue. The average of quotations of the ATM shares at session close during the month preceding the signature of the investment agreement was taken to determine the parity of shares as the other part of the payment. Should the share issue not take place by March 31, 2007, the second installment shall be paid in cash.

There have not been any ties between the sellers of the shares and the Issuer and its managers or supervisors.

The criterion being the basis for considering the assets acquired significant is the excess of 10% of the shareholders’ capital of the Issuer.

The shares were acquired in the aforesaid manner, whereas the first installment shall be financed with a short-term bridge credit facility that shall be repaid out of funds obtained from the share issue.

The shares assumed are of a long-term deposit nature.


Roman Szwed — President of the Management Board,
Tadeusz Czichon — Vice-President of the Management Board