ORLEN S.A.: Zakończenie realizacji środków zaradczych wynikających z warunkowej decyzji KE ws. przejęcia kontroli nad Grupą Lotos SA (2023-04-07)

Completion of the implementation of the remedies required in connection with the conditional approval of the European Commission to the acquisition of control over Grupa LOTOS by PKN ORLEN S.A.
Regulatory announcement No. 19/2023 dated 7 April 2023


PKN ORLEN S.A. (the “Company”, “PKN ORLEN”) hereby announces that it has finalised the implementation of the remedies specified in the conditional approval of the European Commission of 14 July 2020 to the concentration involving the acquisition of control over Grupa LOTOS S.A., with its registered office in Gdańsk (“Grupa LOTOS”) by PKN ORLEN (the “Remedies”).

In order to implement the Remedies related to the fuel logistics and bitumen markets, on 7 April 2023, a transfer agreement was concluded between PKN ORLEN and Unimot Investments Sp. z o.o. (“Unimot Investments”) pursuant to which PKN ORLEN sold and transferred to Unimot Investments 100% of the shares in LOTOS Terminale S.A., with its registered office in Czechowice Dziedzice (“LOTOS Terminale”), to which PKN ORLEN had previously transferred 100% of the shares in Uni-Bitumen Sp. z o.o. (to which its bitumen business unit had previously been transferred after being spun off from Rafineria Gdańska Sp. z o.o.) and four fuel terminals located in Gdańsk, Szczecin, Gutków and Bolesławiec. Thus, the following agreements signed on 12 January 2022 will enter into force:
- the conditional fuel storage agreement enabling PKN ORLEN to use the storage capacity at LOTOS Terminale fuel terminals in Gdańsk, Szczecin, Gutków and Bolesławiec for a period of 10 years from the date of entry into force of the agreement; and
- the agreement for the sale of bitumen to Uni-Bitumen Sp. z o.o. concluded for a period of 10 years from the date of its entry into force, with the option to extend this period for two further five-year periods on the terms previously agreed between the parties.

See also: regulatory announcement No. 1/2022 of 12 January 2022, No. 2/2022 of 12 January 2022, No. 38/2022 of 1 August 2022, No. 85/2022 of 30 November 2022, No 86/2022 of 30 November 2022 and No. 87/2022 of 30 November 2022.