CONCLUSION OF MATERIAL AGREEMENT

Polish Energy Partners S.A. (‘PEP’) hereby informs that on 29th March 2012 Grupa PEP – Uprawy Energetyczne Sp. z o.o. (‘Buyer’) – a subsidiary of PEP – concluded with KSG Agro Poland Sp. z o.o. (‘Seller’) – a subsidiary of KSG Agro S.A. (‘KSG’) an agreement (‘Agreement’) regarding the sale by the Seller to the Buyer of straw pellet (‘Pellet’).

The Agreement was concluded for a definite period to 31st December 2019. The total estimated value of the Agreement throughout the period of its validity is PLN 148 750 000.00.

The Agreement contains provisions on stipulated penalties in the following areas:

1) in case of failure to deliver Pellet in the number specified in the Agreement amounting to 20% of the value of Pellet undelivered in a given month – the penalty paid by the Seller,

2) in case of failure to receive Pellet in the number specified in the Agreement amounting to 20% of the value of Pellet unreceived in a given month – the penalty paid by the Buyer,

3) in case of termination for the reason of the Seller amounting to 20% of the value of Pellet that would be delivered to the end of the term of the Agreement – the penalty paid by the Seller,

4) in case of termination for the reason of the Buyer amounting to 20% of the value of Pellet that would be delivered to the end of the term of the Agreement – the penalty paid by the Buyer.

The Buyer’s obligations under the Agreement will be guaranteed by PEP, while the Seller’s obligations will be guaranteed by KSG.

The Buyer may terminate the Agreement with no negative consequences within 2 months from the date of concluding the Agreement – the period for PEP to obtain the consent of PEP Supervisory Board required for the final binding of the Buyer by the Agreement.

Moreover, the Buyer and the Seller concluded an agreement on access of the Seller to the Buyer’s know-how for construction of plants producing Pellet from straw.

Pellet will be sold to the customers of Grupa PEP.