Ciech S.A.

M&A Activity • Oct 31, 2019

Text of the report:

Inreference to Current Report No. 34/2018 of 5 December 2018, in whichCIECH S.A. (the "Issuer" or "Company")informed on the adoption of the CIECH Group's Strategy for 2019-2021(the "Strategy"), Current Report No. 8/2019 of 19 March2019, in which the Company advised on the initiation of a detailedreview of options in terms of changes in the corporate andorganisational structure and the structure of assets of the CIECH Group,and Current Report No. 42/2019 of 11 October 2019, in which the Companyinformed on the commencement of the review of strategic options withregard to the business unit of Resins, the Company herewith informs thaton 31 October 2019, the Management Board received information on thedecision made by direct subsidiaries of the Issuer, i.e. CIECH SarzynaS.A. ("CIECH Sarzyna") and CIECH Żywice sp. z o.o. ("CIECHŻywice"), to adopt the plan for the division of CIECH Sarzynaby transferring the business unit of Resins (the "BU Resins")to CIECH Żywice (the "Division Plan").

Aspart of the Division Plan, the division of CIECH Sarzyna was agreed byseparating BU Resins to CIECH Żywice, as a result of which CIECH Sarzynawill become a sub-holding company within the Business Unit Agro ("BUAgro"), and CIECH Żywice will become a separate company within BUResins.

Theadoption of the Division Plan is aimed at achieving the main goal underthe Strategy, i.e. creating an effective and diversified chemicalholding generating long-term positive value for shareholders. TheDivision Plan enables further steps as part of the review of strategicoptions that has been initiated for BU Resins.

TheDivision Plan is subject to approval by the General Meeting ofShareholders of CIECH Sarzyna and the General Meeting of Shareholders ofCIECH Żywice respectively. The exact date of the division (separation)depends on the relevant entries in the Register of Entrepreneurs of theNational Court Register, which is beyond control of the Company and thecompanies participating in the division.

TheDivision Plan is available on the websites: www.ciechzywice.pl andwww.ciechagro.pl.