Grupa Azoty S.A.

Capital/Financing Update • Jun 1, 2020

Current Report no. 23/2020, dated 31.05.2020

Execution of the facilities agreement for the financing of the PolimeryPolice project with a syndicate of Polish and international financialinstitutions

Legal grounds: Article 17 (1) of the MAR - confidential information

The Management Board of Grupa Azoty S.A. (hereinafter: the "Issuer")would like to inform you that on 31 May 2020, the Issuer's and GrupaAzoty Zakłady Chemiczne "Police" S.A.'s subsidiary - Grupa AzotyPolyolefins S.A. (hereinafter: "Polyolefins") signed a facilitiesagreement for the purpose of obtaining senior debt financing necessaryfor Polyolefins to implement the "Polimery Police" project ("Project").

The facilities agreement was executed between Polyolefins and aconsortium of financial institutions consisting of: Alior Bank S.A.,Bank Gospodarstwa Krajowego, Bank Ochrony Środowiska S.A., Bank PolskaKasa Opieki S.A. (the bank coordinating the Project financingtransaction), BNP Paribas Bank Polska S.A., the European Bank forReconstruction and Development, Industrial and Commercial Bank of China(Europe) S.A. Poland Branch, mBank S.A., Powszechna Kasa OszczędnościBank Polski S.A., Powszechny Zakład Ubezpieczeń S.A., Powszechny ZakładUbezpieczeń na Życie S.A., PZU Fundusz Inwestycyjny Zamknięty AktywówNiepublicznych BIS 2, Santander Bank Polska S.A. ("Consortium") and ICBCStandard Bank PLC ("Facilities Agreement").

The Facilities Agreement provides for the granting of the followingcredit facilities by the Consortium:

(e) a EUR term loan facility in the maximum amount of EUR 487,800,000,which will be used in particular for financing or refinancing theProject costs during construction stage. The final maturity date is 29November 2030, provided that, after the fulfilment of the conditionsstipulated in the Facilities Agreement, it may be extended until 15December 2035. The facility bears interest at a variable rate based onthe EURIBOR reference rate;

(f) a USD term loan facility in the maximum amount of USD 537,700,000,which will be used in particular for financing or refinancing theProject costs during construction stage. The final maturity date is 29November 2030, provided that, after the fulfilment of the conditionsstipulated in the Facilities Agreement, it may be extended until 15December 2035. The facility bears interest at a variable rate based onthe LIBOR reference rate;

(g) a working capital VAT facility in the maximum amount of PLN150,000,000, which will be used for financing or refinancing of paymentsof VAT on the Project costs during construction stage. The finalmaturity date has been agreed as the day falling 6 (six) months afterthe actual Project completion date, but no later than 30 November 2024.The facility bears interest at a variable rate based on the WIBORreference rate;

(h) a working capital loan facility in the maximum amount of USD180,000,000, the purpose of which is to finance or refinancePolyolefins' operating expenses and working capital. The final maturitydate has been agreed as the day falling 5 (five) years after thefinancial close, but no later than 29 November 2025. The facility bearsinterest at a variable rate based on the LIBOR reference rate;

The basic security of the credit facilities includes, withoutlimitation: a mortgage on Polyolefins' rights to real estate (owned orheld on perpetual usufruct), registered pledges on all assets and rightsowned by Polyolefins, registered and financial pledges on receivablesfrom Polyolefins' bank accounts, registered and financial pledges on allshares in Polyolefins held by Polyolefins' shareholders (including theIssuer), declarations of submission to voluntary enforcement andsecurity assignments.

Additionally, in connection with the Facilities Agreement, the Issuerand Grupa Azoty Zakłady Chemiczne "Police" S.A. entered into anagreement with Polyolefins and Bank Polska Kasa Opieki S.A. (acting asthe facility agent and the security agent) concerning a guarantee toprovide a support loan (in the form of a subordinated loan) in theamount of EUR 105,000,000, the main purpose of which is to cover thepotential liquidity shortfall, construction cost overruns, operatingexpenses and debt service in the operating period.

Disbursement of funds under the Facilities Agreement will occur afterthe fulfilment of the conditions precedent stipulated in the FacilitiesAgreement.

The Management Board would also like to inform you that all corporateconsents necessary to sign the Facilities Agreement have been obtained.

The Issuer will provide information about the subsequent stages ofsenior debt financing of the Project, including the financial closing,in separate current reports.

Legal grounds: Article 17 section 1 of the Regulation of the EuropeanParliament and of the Council (EU) No. 596/2014 of 16 April 2014 onmarket abuse (market abuse regulation) and repealing Directive 2003/6/ECof the European Parliament and of the Council and Commission Directives2003/124/EC, 2003/125/EC and 2004/72/EC (Official Journal of theEuropean Union of 12 June 2014, No. L 173/1 as amended).