Sale of assets of significant value by the issuer to its subsidiary

Date of publication: 26.06.2012

On 25 June 2012 the agreement was signed under which PROCHEM S.A. sold 81,455 shares of Elektromontaż Kraków S.A., each with a nominal value of PLN 5 to its subsidiary PROCHEM INWESTYCJE sp. z o. o.

Shares as above were sold at PLN 100 each, i.e. a total of PLN 8,145,500.

The book value of these assets in the account books of PROCHEM S.A. amounts to PLN 600,323.

The amount specified in the contract will be transferred to the account of PROCHEM S.A. by 31 December 2012.

The source of financing of transaction are own funds of PROCHEM INWESTYCJE sp. z o. o.

PROCHEM S.A. holds 100% of shares in the company PROCHEM INWESTYCJE sp. z o. o.

Elektromontaż Kraków S.A., whose shares are traded, is a subsidiary of PROCHEM S.A. Currently PROCHEM S.A. holds 56.7% of the capital of this company, and after completion of the redemption by Elektromontaż Kraków PROCHEM S.A. will own 67.6% of the capital of this company.

After the transaction PROCHEM S.A. will own 31.25 % of the capital of Elektromontaż Kraków, and after completion of redemption 37.25% of the capital.

After the transaction PROCHEM INWESTYCJE sp. z o.o. will own 25.45% of the capital of this company, and after the redemption 30.35%.

Assets were considered significant because the value of the contract exceeds 10% of the equity of the issuer.