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Both refiners are state-controlled and the merger is part of a wider plan by Poland’s ruling Law and Justice (PiS) party to increase control over the economy and build big national companies to better compete with global players.
Shareholders of Grupa Lotos will get 1.075 shares of PKN Orlen for each Lotos share, the companies said in statements on Thursday.
For the merger to take effect shareholders of both oil groups must approve the share exchange. Shareholders owning at least 80% of Lotos shares have to back the merger terms to approve it.
Poland’s State Treasury controls 53.2% of Lotos shares and 27.5% of Orlen. It plans to end up with a 35.7% stake after the merger, PKN said in a presentation.
General shareholders meetings are expected to be held in July, while the merger should be registered and finalised in August.
Lotos shares gained 0.7% on Thursday to trade at 70.84 zlotys ($16.63), while PKN’s shares lost 0.5% to 71.98 zlotys. The merger plan was announced after the market close.
($1 = 4.2598 zlotys)
