Conclusion of a significant agreement in the KGHM Group

Monday, 25 May, 2015

The Management Board of KGHM Polska Miedź S.A. ("KGHM") announces that on 25 May 2015 the Company concluded a loan agreement between KGHM and its direct subsidiary Fermat 1 S.à r.l ("Fermat 1"), pursuant to which KGHM will grant to Fermat 1 a cash loan in the amount of USD 210 000 000 (the equivalent of PLN 787 500 000 at the average exchange rate for USD/PLN, announced by the National Bank of Poland dated 25 May 2015) with a maturity date of 31 December 2021.

Funds from the loan will be transferred by KGHM to KGHM INTERNATIONAL LTD. („KGHMI”) through the special purpose entities within the holding structure in order to finance an early redemption of the senior notes issued by KGHMI in 2011. The total value of the above-mentioned financing amounts to USD 519 375 000. The remainder of the funds in the amount of USD 309 375 000 will be transferred by KGHM  in the first half of June 2015.

Moreover, the Management Board of KGHM announces that, as a result of this agreement, the total estimated value of agreements concluded over the last 12 months between KGHM and Fermat 1 and its subsidiaries amounts to PLN 3 050 528 454. The above-mentioned loan agreement concluded on 25 May 2015 has the highest value of all of the agreements concluded during this period.

The agreement is classified as significant, based on the value of the agreements concluded over the last 12 months between KGHM and Fermat 1 and its subsidiaries, which exceeds 10% of KGHM’s equity.

Legal basis: § 5 sec. 1 point 3 of the Decree of the Minister of Finance dated 19 February 2009 regarding current and periodic information published by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state (unified text: Journal of Laws from 2014 No. 133).