STALEXPORT SA signed an agreement with the Bank ( WRJ)

The Management Board of Stalexport S.A. informs that on 4th May 2006 the Company signed an agreement with the Bank Syndicate represented by ING Bank Śląski S.A. in Katowice: the Bank Syndicate consists of:

• Bank Millenium S.A. with its seat in Warsaw,
• Bank Gospodarki Żywnościowej S.A. with its seat in Warsaw,
• Banki Handlowy in Warszawa S.A. with its seat in Warsaw,
• Bank Ochrony Środowiska S.A. with its seat in Warsaw,
• PKO Bank Polski S.A. with its seat in Warsaw,
• Bank PEKAO S.A. with its seat in Warsaw,
• Kredyt Bank S.A. with its seat in Warsaw,
• Bank Zachodni WBK S.A. with its seat in Wrocław,
• ING Bank Śląski S.A. with its seat in Katowice.

The above agreement was concluded so as to settle the debts of the Bank Syndicate, by Stalexport S.A., by virtue of guarantees granted by the Company in order to secure the repayment of credits granted Walcownia Rur Jedność by the Bank Syndicate.

Liabilities of the Bank Syndicate are, by virtue of law ( art. 67 § 1 Law on arrangement proceedings), covered by the arrangement proceedings of Stalexport S.A., as liabilities of major creditors and they are subject to reduction by 40% of their amount as well as to repayment.

The total sum of liabilities of Stalexport S.A ( after 40% reduction ) amounts from 33.447.189,48 zloty to 65.160.620,17 zloty, plus interests calculated since 4th March 2005 ( date of termination of credit agreements of Walcownia Rur Jedność by the Bank Syndicate) to the date of the passing a reso-lution by the Management Board of Stalexport S.A. regarding an increase in the equity of the Company.
The final amount of liabilities of Stalexport S.A. will be determined by an Arbitration Court ad hoc.

Settlement of all liabilities of the Bank Syndicate by the Company along with interests will be carried out by a conversion into shares in the equity of Stalexport S.A. via contributing the above liabilities as the in-kind contribution, in exchange for shares.
The issue of shares will be carried out with an exclusion of the subscription right for the existing shareholders.

The issue price will be fixed on the basis of the binding in this period market conditions, on the ground of an average Warsaw Stock Exchange rate of shares of Stalexport, for the period of six months pre-vious to signing this Agreement, however at the level not lower than 2 zloty for one share. .
Stipulated penalty:
In case of the lack of duly executed provisions of the agreement due to the circumstances, which are not the responsibility of Stalexport S.A., the Company will be obliged to pay the stipulated penalty for the benefit of the Bank Syndicate.
The criterion of recognising the agreement as the significant one is the value of this agreement subject which exceeds 10 % of the shareholders? equity of the issuer.