2014.02.25 Current Report No. 14/2014 - IT services from a Nordea Group member provided for the required period of time - a condition precedent to a material agreement satisfied.

Legal basis:

§ 5 Section 1 item 4 of the Ordinance of the Minister of Finance of 19 February 2009 on current and periodic information published by issuers of securities and on conditions under which such information may be recognised as being equivalent to information required by the regulations of law of a state which is not a member state

Content of the report:

With reference to the current report No. 37/2013 of 12 June 2013 regarding the execution of an agreement between PKO Bank Polski S.A. ("Bank") and Nordea Bank AB (publ), a company registered in Sweden, concerning the Bank's acquisition of shares in Nordea Bank Polska S.A. ("Nordea Bank Polska"), Nordea Polska Towarzystwo Ubezpieczeń na Życie S.A. ("Nordea Life Polska") and Nordea Finance Polska S.A. (the "Agreement", the "Transaction"), the Bank would like to announce that on 24 February 2014 it obtained the information about the satisfaction of another condition precedent to a closing of the Transaction set out in the Agreement. The condition thus satisfied required that during a certain period of time specified in the Agreement a Nordea Group company (namely Nordea IT Polska sp. z o.o.) should provide to Nordea Bank Polska significantly uninterrupted IT services under an outsourcing agreement, in a manner ensuring that Nordea Bank Polska would safely conduct business prior to migrating data, client data, services and systems of Nordea Bank Polska to the systems of the Bank.

In this situation, the last condition precedent for the Transaction closing are those relating to obtain Polish Financial Supervision Authority's ("PFSA") decisions declaring no objections against the Bank's acquisition of shares of Nordea Bank Polska and Nordea Life Polska in a number resulting in exceeding a 50% share in the share capital and in the total number of votes at the general meeting of each of Nordea Bank Polska and Nordea Life Polska, respectively or to the lapse of the statutory periods within which such objections can be declared by the PFSA.

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