Index of /enm/images/dokumen
The Sales Plan of groups of asset components of
STOCZNIA GDYNIA S.A.
Drawn up according to the rulings of Article 77 and 78 of the Act dated 19th December 2008 concerning
compensation proc6edings in undertakings of particular importance for the Polish shipbuilding industry
(Journal of Laws 233, item 1569).
Gdynia, 11 march 2009
ll. Sois tre6ci
l. Introduction
On 6th January 2009, the Act of 19th December concerning compensation proceedings
of particular importance for the Polish Shipbuilding industry (hereinafter referred to as
the ,,Act"), came into being. The Act is a detailed description of the rules, conditions and
procedure of the compensation proceedings, the objective of which is the sale of assets
of Stocznia Gdynia S.A. (Gdynia Shipyard) (hereinafter referred to as 'Company",
"shipyard" or "shipyard"), in order to secure the claims of the Shipyard's creditors. The
Act also regulates the rules, conditions and procedure of protecting the rights of
Shipyard employees.
In accordance with the content of the Act, the body supervising the initiation and course
of the compensation proceedings is the State Treasury Minister, who is also
responsible for appointing an observer, with the approval of the European Commission.
The observer is responsible for monitoring the process.
The executive body, in accordance with the Act, is the Chairman of the Agency of
Industrial Development S.A., who among other things, initiates the compensation
proceedings, appoints a Provisional Administrator, confirms the sales plan of the
components of the shipyard assets and issues the decision concerning the
discontinuation or ending of the compensation proceedings.
On 6th January 2009, due to the submitting of the motion concerning compensation
proceedings by the Shipyard the same day, the Chairman of the Agency of Industrial
Development S.A, issued the decision concerning the Provisional Administrator of
Stocznia Gdynia S.A. (Gdynia Shipyard) and appointed Mr Roman Nojszewski.
In reply to the motion of Stocznia Gdynia S.A. (Gdynia Shipyard), in connection with the
compliance of the Shipyard with all formal requirements described in the Act, on
January 2009 the Chairman of ARP S.A. issued
a
7th
decision concerning the
compensation proceedings in relation to Stocznia Gdynia S.A. (Gdynia Shipyard), and
at the same time, summoned an initial assembly of Shipyard Creditors. The subject of
the deliberations was the selection of members for the Creditors' Committee as well as
the appointment of the Compensation Administrator. The decision also summoned the
Shipyard creditors to submit liabilities in writing to the Chairman of the Industrial
Development Agency S.A. no later than by 16th February 2009.
On 20th January 2009 an initial assembly of Shipyard Creditors was held. The
Creditors' Committee was chosen and 'Bud Bank Leasing" Sp. z o.o. company was
appointed as the Compensation Administrator of Stocznia Gdynia S.A. (Gdynia
Shipyard)(hereinafter refened to as the 'Compensation Administrato/' or
"compensation administrator"). In accordance with the Act, from the moment the
Compensation Administrator was appointed, the Board of Stocznia Gdynia S.A.
(Gdynia Shipyard) lost the right to board the Shipyard and disposition of the Shipyard's
property.
Following the decision of the European Commission and in accordance with the
regulations of the Act concerning compensation proceedings, the compensation
administrator, on the basis of entries in trade books, compiled a list of components of
shipyard assets and conducted a valuation of these components in conditions of forced
Gdynia:11 march 2009
ll. SPis tre6ci
especially
sale,inordertoprotecttheinterestsoftheShipyardcreditorsandemployeerights.The
pr"r"nt"o on an lnternet website'
shipi"ro," * sold will u"
the legal state of
The documeriation reflecting
."r"".
this
for
designed
property of the
each
parties
componentofthepropertywi|luestoredseparatelyforeachgroupcomponentand
of the shipyard' All
ti"
uv
parties
"tproyees
made avaitaure to lir interesteo
the shipyard property
ot uititing and inspecting
possibility
the
given
interested wi' be
Act' shall be
with resurations of the
Gdynia Shipyard, in accordance
non-discriminatory' unlimited
tr"nrp"r"ntl'un"onon,on"l,
open,
an
sord in the form of
, ;fjT::#r
website' The
tenderconductedin"o,npti"n.ewiththerulesoffaircompetition'Thetendershal|be
application of the lnternet
th;
with
tender
of
conducted in the form
will be conducted by a
tender
of the
with the
the realization
"rn"",*t"
technical activities connected
possessing experience in
providing .u"h ."riices,
in
specialised
subject
off free of
oftendersforStateShareho|ding"o,no"n""'nuaranteeingthehigheststandardsoflT
,n" Shipyard shall be sold
prop"rtv'i
tn"
process,
security. ln the sales
encumbrancesand-ctaimsofShipyardcreditors'inc|udingpreviousstateaidgivento
. ::""::il:::Til1.e
78 of the Act dated
resurations of Aficre
leth December 2008
concerning"o''"n,",,on-proceeoing"in,no".t"t.ingsofparticu|arimportanceforthe
proiect of division of
Polishshipbuildingindustry(Journalotuaws'Rrtictezsg'point.1569the..Act,,),once
compitation of the
tne
report,
fiiancial
the
the examination of
compensation
Shipyardassetsintogroupsofcomponen""J*Lva|uationofthemarketvalueofthe
76 item 1 of the Act' the
as in Article
months of
shipyard,s
no later than within 2
""."r",'i"'.ompteteo
Pl;;:;;""er
sales
the
Administrator st,"it compite
proceedings;
the initiation of compensation
.
The sales Plan shallinclude:
1)AdescriptionofgroupsofassetcomponentsoftheShipyardsubjectto
sate;
2)Adetaileddescriptionoftheprocedureanddesignationoftimelimitsforthe
of the shipyard;
of asset components
sale of particular groups
3)Apreliminaryestimateofcostsandexpensesconcerningtherealizationof
the sales Plan'
the Act as
Detailsconcerningthecarryingoutofthesalesprocedureoftheassetcomponentsof
by the regulations of
o"i"rtin"o
shipyard)are
(Gdynia
Stocznia Gdynia s.A.
document':
well as the records of this
Theimplementationoftheaboveprocedureshal|berea|izedinthefo||owingstages:
-issuingadecisionbytheChairmanoflndustria|Deve|opmentAgencyS.A.
concerningthesalesptan,wnicnshallincludeadetai|edprocedureofthe
tender'
of publishing
'announcements
- the realization of the statutory duty
about
tendersinnationalandlocalpror,"noadditionallyplacingtheoffersin
Internet website'
other forms' including the
Administrator' by
by the Compensation
conducted
offer'
- the two-stage tender
company
assistance of
way ot'in"
lnternet Website' with
the
in organizing tenders'
professionally specializing
in the Act
- auction in cases indicated
Gd4nia:11 march 2009
a
ll. Spis tre6ci
- the selection of the most favourable offer by the compensation administrator,
- issuing a decision by the Chairman of the Industrial Development Agency S.A.
the case of group components including real estate assets, with reference
to which the Board of the Marine Port of Gdynia S.A. as well as the State
Treasury are entitled to preferential or pre-emptive rights - the conclusion
preliminary conditional agreements, and next in the case of not
exercising preferential or pre-emptive rights by the entitled subjects,
concluding pledged agreements transferring the ownership of asset
components. In press advertisements, appropriate information concerning
non-negotiable clauses shall be found. Such clauses, including those
resulting from preferential and pre-emptive rights reserved for the State
Treasury and the Board of Marine Port of Gdynia S.A. shall be found in
of
particular agreements.
In reference to the sold off groups of asset components, consisting of real estate having
inappropriate access to public roads, and real estate through which transmission
networks run, appropriate easements shall be established - enabling the maximum
possible use of full, technical infrastructure of the real estate by the potential
purchasers.
The sale of Stocznia Gdynia S.A. (Gdynia Shipyard)assets may take place by means of
selling off divided groups of asset components and may be preceded by the lease of
the assets for a limited time period. The date of ending the sales procedure shall be
established by the European Commission by 31"t May 2009. This date may be
prolonged by another 3 months if it is thought to be essential for the attainment of the
proceedings' objectives, with the approval of the European Commission'
Gdynia: 11 march 2009
ll. Spis tre6ci
ll. Gontents
Introduction.............
ll. Contents
l.
....................2
...................s
lff. Groups of Shipyard Assets Subject to
Sa|e......
..........2
(A)Asset components subject to sale located in S4rmbark, Stgzyca gmina, described in detail
below
.........23
(B) Asset components of the shipyard subject to sale constituting financial assets in the form of
shares for the following subjects:........
....................... 23
(C)Other asset components of the shipyard subject to sale located in Gdynia described in detail
below and divided into 6 subgroups i.e.:...........
.........26
lV. The detailed procedure and designation of time limits for the sale of
particular groups of asset components of the shipyard...
..............2g
..........
Attachment no. A - Map entifled ,,the division of assets of stocznia
(Gdynia
V. Attachments
..................3S
Gdynia s.A.
Shipyard)" comprising land real estate constituting ownership of ihe State
Treasury located on the site of the shipyard in (what is referred to in polish law as)
perpetual usufruct of the
shipyard.................
........................SS
Attachment no. 1 -A detailed listing of asset components constituting Group 1 (area 1).....36
Attachment no. 2 -A detailed listing of asset components constituting Group 2 (area2).....37
Attachment no. 3 - A detailed listing of asset components constituting Group 3 (area 4)......33
Attachment no. 4
-
A detailed listing of asset components constituting Group 4 (area 5).....39
Attachment no. 5 - A detailed listing of asset components constituting Group 5 (area 6)......40
Attachment no. 6 - A detailed listing of asset components constituting Group 6 (area T)) ....41
Attachment no. 7 - A detailed listing of asset components constituting Group 7 (area B)......42
Attachment no. 8 - A detailed listing of asset components constituting Group 8 (area 9)......43
Attachment no. 9 - A detailed listing of asset components constituting Group 9 (area
10)
.............44
Attachment no. 10 - A detailed listing of asset components constituting Group 10 (area
11)
45
Attachment no. 11 - A detailed listing of asset components constituting Group 11 (area
12)
46
Attachment no. 12 - A detailed listing of asset components constituting Group 12 (area
13)
Attachment no.
14)
47
il . 1*il
i::::: "
Attachment no. 14 - A detaited tistins
15)
",
asset components constitutins Group 13 (area
;r;",
;;;;;.";,. ;;;r;,;,;;; ;;;r; ;;;;";
tt
49
Attachment no. 15 - A detailed listing of asset components constituting Group 15 (area
16)
Attachment no.
17)
il . i
*ii:
50
i"::::
Attachment no. 17 - A detaited tistins
18)
Attachment no.
1e)
il 1l*il:
"
asset components constitutins Group 16 (area
;";r**;;
"; """",
i'::::::1:::::::T::l"ts
;;;ro*r,
"n
52
consritutins Group 18 (area
Attachment no. 19 - A detailed listing of asset components
20)
"on.o,u,'nn
Gdynia: 11 march 2009
o',.J; ;;";""
tt
u'
;;;;";";
Attachment no' 20 - A detailed listing of asset components
constituting Group 20 (area
21)
.............55
Attachment no. 21 - A detailed listing of asset components
constituting Group 2,1 (area
5A)
.............56
Attachment no.22 - A detailed listing of asset components constituting
Group 22 (area
no' 6A)
..............s7
Attachment no. 23 - A detaired risting of asset components constituting
Group 23...............5g
Attachment no. 24
-
A detaired risting of asset components constituting Group 37 .................
.................59
Gdynia: 11 march 2009
lll. Groups of Shipyard Assets Subject to Sale
In accordance with Article 78 item 1 of the Act, the Compensation Administrator specified
the following groups of shipyard assets subject to sale (the number of each group of
assets corresponds to the tender numbers detailed in Chapter lV - The Detailed
Method And Designation of Time Limits Dates For The Sale Of Particular Groups Ot
Asset Gomponents of The Shipyard):
A. Shipyard assets subject to sale located in Gdynia described in
detail below and divided into 22 areas in accordance with the map
found in attachment A of this document
Group 1 - constitutes area No.1, which includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is the property of the State Treasury and which is
on (what is referred to in Polish Law as) 'perpetual usufruct' to Stocznia Gdynia S.A.
(Gdynia Shipyard), and for which the District Court in Gdynia maintains the Land and
Mortgage Register No. KA/ 22785, having a surface area of 130 201m2, aswell as 31
buifdings standing on said land, having a total area of 64 309.42m2, and 45 structures
together with 1341 movables, all the separate property of Stocznia Gdynia S.A. (Gdynia
Shipyard) and included in the group, together with a right of percentage share in the
perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia
Shipyard) on the land
constituting internal roads.
.
The area which constitutes Group
t
has been outlined in detail in Aftachment
1
attached to this report.
Area No.1
.
.
-
Hull prefabrication zone.
This area - taking into consideration its location, existing buildings, production plant
and equipment, employee facilities and access roads for the movement of materials
- is intended for the complete prefabrication of ship hulls and the prefabrication of
other flat and spatial steel sections.
The production process is based on a flow-line method (initial processing of steel
plate and a line for the prefabrication of flat sections) and on a cell method
(machinery for thermal cufting of plate, machines for forming plates and profiles,
work stations for initial prefabrication of hull elements, work stations for assembly
and welding of sections).
.
Overhead cranes (with a lifting capacity of up to 120Mt), roller conveyors and self
propelled rail cars are used for the transportation of materials to and between
separate installations and workplaces.
.
.
The production processes carried out in this area include:
-
receiving and placement of feedstock into storage, initial processing of raw-steel
plates and profiles (mechanical stress relieving, cleaning, de-scaling and shotblasting, if needed, hydrodynamic painting and drying),
-
thermal cutting of plates,
forming of plates and profiles,
fabrication of flat and composite spatial sections.
Characteristics of main buildings and technological installations:
Gdynia: 11 march 2009
Feedstock storage area - hard surfaced with a bearing capacity of up to 13MUm2
and having a useable area of 14 590 m'. The storage area is serviced by 8#
overhead cranes (giving loading capacities of 8-16 Mt) with both magnetic and hook
lifting gear which move on overpasses which create 4 passages for storing,
Line for initial preparation of feedstock (Gutmann descaling and shot blasting plant;
Via-Nova painting and drying plant), roller conveyors for transportation of materials.
Maximum handling size of plates: 16 x 3.6 m, thickness up to 45 mm,
Plate cufting machinery (11 machines including autogenic cutters, plasma cutters
and 6 pantographs for the cutting of small elements). One autogenic cutter has
triple nozzles to allow plate to be chamfered into "K". Plasma cutters are equipped
with dual chamber water tables that can be connected if the need arises to burn
cuts in long sections of plate. Maximum sizes of plates for autogenic cutting: 16 x
3.6 m, up to a thickness of 150 mm. Maximum sizes of plates for plasma cutting: 25
x 3.6 m, up to a thickness of 1Smm
Plate and profile bending machinery:
-
rollers 2000Mt, rolling length 12.9 m
presses: 1000 Mt portal press,700 Mt jib press450 Mt, bending press 350Mt,
700Mt frame press and 350Mt, 200Mt double sided hydraulic press.
equipment for the fabrication of welded T beams
Line for the prefabrication of stiffened flat sections up to 16m in width with a stiffener
depth of 110-350mm,
Workspaces (cells) for the fabrication of spatial sections - situated in enclosed
production halls and on open assembly sites. These workspaces are placed under
overhead cranes and on hard-standing areas with a maximum allowable bearing
capacity of 10MVm2.
Main high capacity buildings: All main high capacity building structures have access
to mains utilities (electricity, water, technical gases - oxygen, acetylene, CO2,
compressed air and process steam).
obpCi woirlng
Lengan
surface
area
wuiniNumoii- tiumoer oi rrlax loading Distance to
i of bays overhead capacity of
head of
cranes
":",r*"""0 1:inffi3,.iru"
height)
lm2l
G-502
61 00
I bay
lml
193,7
lml
8350
194
43,3
G-08
13140
128
30,4
G-06
8600
97
89,7:
G-sos
7120
97,6
t-l
tMq
73,11
tm1
21,9t12
31,7
fffff
*'
t-1
13
120
21,9t12
100
22t16
10
3
'z
Gdynia: 11 march 2009
16
8
.
Facilities incorporated in Area No 1 include employee facilities - changing rooms for
around 800 employees, canteens and administrative offices.
.
For the purpose of securing loan facilities and subject to an agreement made on
18th December 2008 between Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
and Unitrans Sp. z o.o. of Gdynia, Stocznia Gdynia S.A. (Gdynia Shipyard) the title
to the cranes referred to below have been transferred to Unitrans Sp. z o.o.of
Gdynia:
Double girder overhead crane with hook lifting gear (lnventory
number: 64600005500)
Tower crane 28 751100 (lnventory number: 64200007500).
.
In accordance with Article 5 of the Agreement to Transfer Title to secure said loan
facility, the transferred assets have remained in the possession of Stocznia Gdynia
S.A (Gdynia Shipyard) of Gdynia which uses them on loan. ln accordance with
Article 3 item 1 of the agreement to transfer title to said assets to secure loan
repayment has taken effect barring termination clause which means that should
Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia repay its debt on time, which has
been secured by the agreement the transfer of title shall become null and void
without any need for the parties to this agreement to make any additional
representations. At the time of seftlement of its liabilities, which have been specified
in the agreement made on 18 December 2008, by Stocznia Gdynia S.A (Gdynia
Shipyard) in favour of Unitrans Sp. z o.o, the title of the above listed cranes will be
transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia without any
additional representation requiring to be made at the time of the liabilities having
been settled in full. The Compensation Administrator acting on its own behalf but for
Stocznia Gdynia S.A (Gdynia Shipyard) hereby represents that the Council of
Creditors, on 11 March 2009, passed a resolution No 11l20og which approved the
Compensation Administrator's recommendation to settle the liabilities owed to
Unitrans Sp. z o.o. in the sum of PLN 1.070.800, in accordance with the above said
agreement dated 18 December 2008, by 13 March 2009. Hence when a successful
bidder enters into a contract to buy Area No.1, the above mentioned cranes will
become subject to that contract and title to them shall henceforth be transferred to
the buyer.
Group 2 - constitutes area No.2, wtrich includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is the property of the State and held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register No. KW 22785, having a surface area of 140 837 m', as well as 5 buildings
standing on said land, having a total area of 10 221.15m2, and 38 structures together
with 1545 movables, all the separate property of Stocznia Gdynia S.A.
(Gdynia
Shipyard) and included in the group, together with the right to a percentage share in the
(what is referred to in Polish law as) perpetual usufruct given to Stocznia Gdynia S.A.
(Gdynia Shipyard) on the land constituting internal roads.
.
The area which constitutes Group 2 is outlined in detail in Attachment 2 aftached to
this report.
Area No.2
-
Ship assembly zone:
Gdynia:11 march 2009
.
The main production facility of Area no. 2 is a dry dock having dimensions of 380 x
70 m and the depth of 8 m, serviced by a 1000 Mt gantry crane having the following
specification:
Lifting
height
Iotal
lml
lml
iMq
15
3
70
|
Symbol of the Sp
an
;antry crane
Btl
liftinE \,lumber o
:apacity
)ars
I
-ifting capacitl
Mq
-500 ll
300 ilt - 300
000
Notes
rf cars
-
)ead field from the
rxis- 6.3 [m] fron
roth sides
4# cranes with a lifting capacity: 150 -20Mt (lifting height 50 m),
Adjacent hard-surfaced assembly yards with an allowable bearing capacity of 160
Mt/m2, are - depending on their location - serviced by dock gantry crane and dock
cranes or analogue cranes with the lifting capacity 150 - 20 Mt.
There is the potential to subdivide the dock in two places with the use of steel
barriers (Ihe shipyard do not have these barriers made)
The whole area has full access to mains utilities (electricity and water) as well as
oxygen, acetylene, CO2, compressed air and steam.
ln the building wtrich is located in Area No. 2 there are complete employee facilities
and administrative offices for supervisory staff. There is also a canteen with related
supporting facilities.
For the purpose of securing a loan facility and subject to an agreement made on
18th December 2008 between Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
and Unitrans Sp. z o.o. in Gdynia, Stocznia Gdynia S.A. (Gdynia Shipyard) title to
the cranes referred to below have been transferred to Unitrans Sp. z o.o. of Gdynia:
.
Tower crane derrick (lnventory number: 64200002800),
Tower crane derrick (lnventory number: 64200002900),
In accordance with Article 5 of the agreement to transfer title to secure said
loan facility, the transferred assets have remained in the possession of
Stocznia Gdynia S.A (Gdynia Shipyard) which uses them on loan. ln
accordance with Article 3 item 1 of the agreement to transfer title to said
assets to secure loan repayment has taken effect barring termination clause
which means that should Stocznia Gdynia S.A. (Gdynia Shipyard) in Gdynia
repay its debt on time, which has been secured by the agreement, the
transfer of title shall become null and void without need for the parties to
this agreement to make any additional representation. At the time of
settlement of its liabilities, which have been specified in the agreement
made on 18 December 2008, by Stocznia Gdynia S.A (Gdynia Shipyard) in
favour of Unitrans Sp. z o.o, title to the above listed cranes will be
transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
without any additional representation having to be made at the time of the
liabilities having been settled in full. The Compensation Administrator acting
on its own behalf but acting for Stocznia Gdynia S.A (Gdynia Shipyard)
hereby represents that the Council of Creditors, on 11 March 2009, passed
a resolution No 1112009 which approved the Compensation Administrator's
recommendation to settle the liabilities owed to Unitrans Sp. z o.o. in the
Gdynia:11 march 2009
10
sum of PLN 1.070.800, in accordance with the above said agreement dated
18 December 2008, by 13 March 2009. Hence when a successful bidder
enters into a contract to buy Area No.2, the above mentioned cranes will
become subject to that contract and title to them shall henceforth be
transferred to the buyer.
.
For the purpose of securing a loan facility and subject to an agreement
made on 29th June 2001 between Stocznia Gdynia S.A. (Gdynia Shipyard)
of Gdynia and Powszechny Bank Kredytowy S.A. of Warsaw (PBK S.A),
Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia title to the goliath gantry
crane referred
to
^*i*":ii;
below has been transferred
(r
to
Powszechny Bank
nventory Num ber: 646000 1 4400).
"]r ""ne,
In an agreement made on 15 June 2005 PBK S.A. transferred the debts of
Stocznia Gdynia S.A. (Gdynia Shipyard) together with all securities to Ray
Car Carriers with offices in Douglas, lsle of Man (RCC). On the basis of this
agreement RCC took title, among other securities, to the crane referred to
above.
r
In accordance with Article 5 item 2 of the agreement to
transfer title to secure said loan facility dated 29 June 2001 the transferred
asset has remained in the possession of Stocznia Gdynia S.A. (Gdynia
Shipyard) who, under the terms of the agreement, is authorized to use it for its
intended use. In accordance with Article 3 item 3 of the agreement made on 29
June 2001 to transfer title to said asset to secure loan repayment has taken
effect barring termination clause which means that should Stocznia Gdynia S.A.
(Gdynia Shipyard) repay its debt on time, which has been secured by the
agreement, the transfer of title shall become null and void. At the time of settling
its liabilities, in favour
of
Ray Car Carriers Limited, title to the crane listed above
will be transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) without any
additional representations having to be made at the time of the liabilities having
been settled in full.. The Compensation Administrator acting on its own behalf
but acting on behalf of Stocznia Gdynia S.A (Gdynia Shipyard), hereby
represents that the Council of Creditors, on 11 March 2009, passed a resolution
No 11l20lg which approved the
Compensation Administrator's
recommendation to settle the liabilities owed to Ray Car Carriers Limited. in the
sum of PLN 4.975.577.73 gr, in accordance with the above said agreement
dated 29 June 2001, by such date as shall constitute the closing date for bid
registering. The registration of bids is to be made in writing by bidders and
passed to the Compensation Administrator and this is a specific condition upon
which bidders are allowed to participate in accordance with Article 82 of the
Act.. Hence when a successful bidder enters into a contract to buy Area No.2,
the above mentioned crane will become subject to that contract and title to it
shall henceforth be transferred to the buyer.
Group
3
-
constitutes Area No 4 which includes:
a.
the right to (what is referred to in Polish law as) perpetual
usufruct given to Stocznia Gdynia S.A. (Gdynia Shipyard),
and for which the District Court in Gdynia maintains the
Gdynia: 11 march 2009
11
Land and Mortgage Register No. KW 22785, having a
surface area of 43.969 m' as well as 14 structures
together with 46 movables all the separate property of
Stocznia Gdynia S.A. (Gdynia Shipyard) and inctuded in
the group,
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
b.
Shipyard) on the land including dock No Vll for which the
District Court in Gdynia maintains the Land and Mortgage
Register No. KW 22785, having a surface area of 96.157
m'.
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
c.
Shipyard) on the land constituting internal roads.
.
The area which constitutes Group 3 is outlined in detail in Attachment 3 attached to
this report
Area No.4 - Ship assembly zone
'
The main production facility of Area No. 4 is a dry dock with dimensions of 240 m x
40 m and depth of 8 m, which is serviced by a 500 Mt gantry crane having the
following
Symbol of the
gantry crane
BI
specification:
Sp
an
Lifting
height
lml
45,
Totallifting Number ol Lifting capacity
capacity
cars
of cars
tml
tMq
t-1
tMtl
41
500
2
t- 250
5
lt - 250
auxiliary crane -
Notes
Dead field from the
axis- 3 [m]from both
sides
30
4# cranes with lifting capacities: 80=10 Mt ((lifting height 40 m)
Adjacent hard-surface assembly yards having an allowable bearing capacity of 13
Mt/mz, and which are serviced by a dock gantry crane and dock cranes. The
equipment includes a traversable weather roof, jigs and assembly plates.
The whole area has full access to mains utilities (electricity and water) together with
oxygen, acetylene, CO2, compressed air and process steam
For the purpose of securing a loan facility and subject to an agreement made on
18th December 2008 between Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
and Unitrans sp. z o.o. in Gdynia, title to the crane referred to below has been
transferred to Unitrans Sp. z o.o.in Gdynia:
-
Electrically driven double girder overhead crane (lnventory number:
64600005200),
ln accordance with Article 5 of the Agreement to Transfer Title to secure said loan
facility, the transferred assets have remained in the possession of Stocznia Gdynia
s.A (Gdynia shipyard) of Gdynia which uses them on toan. In accordance with
Article 3 item 1 of the agreement to transfer title to said assets to secure loan
Gdynia: 11 march 2009
12
repayment has taken effect barring termination clause which means that should
Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia repay its debt on time, which has
been secured by the agreement the transfer of title shall become null and void
without any need for the parties to this agreement to make any additional
representations. At the time of settlement of its liabilities, which have been specified
in the agreement made on 18th December 2008, by Stocznia Gdynia S.A (Gdynia
Shipyard) in favour of Unitrans Sp. z o.o, title of the above listed cranes will be
transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia without any
additional representation requiring to be made at the time of the liabilities having
been settled in full. The Compensation Administrator acting on its own behalf but for
Stocznia Gdynia S.A (Gdynia Shipyard) hereby represents that the Council of
Creditors, on 11th March 2009, passed a resolution No 11/2009 which approved the
Compensation Administrator's recommendation to settle the liabilities owed to
Unitrans Sp. z o.o. in the sum of PLN 1.070.800, in accordance with the above said
agreement dated 18 December 2008, by 13th March 2009. Hence when a
successful bidder enters into a contract to buy Area No.3, the above mentioned
cranes will become subject to that contract and title to them shall henceforth be
transferred to the buyer.
Group 4 - constituting area 5, which includes:
a.
The right to (what is referred to in Polish law as) perpetual
usufruct given to Stocznia Gdynia S.A. (Gdynia Shipyard),
and for which the District Court in Gdynia maintains the
Land and Mortgage Register No. KW 22785, having a
surface area of 26 660. m2 as well as 6 buildings with an
area of 18 033.46 m2 together with 9 structures with 174
movables all the separate property of Stocznia Gdynia S.A.
(Gdynia Shipyard) and included in the group,
b.
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
Shipyard) on the land including dock No Vll for which the
District Court in Gdynia maintains the Land and Mortgage
Register No. l(A/ 22785, having a surface area of 96 157
m2
c.
.
The area which constitutes Group 4 is outlined in detail in Attachment 4 attached to
this report.
Area No.5
.
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
Shipyard) on the land constituting internal roads
-
Prefabrication of ship fittings and pipe sections:
The main building situated in Area No. 5 is a production facility with
following specifi cation:
)bjecl Workin
g area
[m']
Leng Nidth
Bay
number
th
lml
lml
t-1
Number of
overhead
cranes
t-I
Gdynia: 11 march 2009
j
I
l
I
bays with the
Distance to head of
overhead crane rail
rverhead cranes (working height)
Max lifting
capacity of the
tMq
lml
13
Ga-30
12600
10,3
137
13
8
30
8,94/5,97
.
Equipped with basic machines for tooling metal: guillotine shears, press brakes,
post and pillar drills, welding stations. Each bay of the production hall has entry
gates at front and rear of the building.
.
The whole area has full access to mains utilities (electric and water) together with
oxygen, acetylene, CO2, compressed air and process steam
.
There is comprehensive employee facility for 500 people as well as offices for
supervisory staff in the building. There is also a canteen with related support
facilities.
Group
a.
5
-
constituting area No 6, which includes:
the right to (what is referred to in Polish law) as "perpetual usufruct' given to
Stocznia Gdynia S.A. (Gdynia Shipyard), and for which the District Court in Gdynia
maintains the Land and Mortgage Register No. KA/ 22785 and KW 28075, having a
of
69.030 m2 as well as 34 building on said land with an area of
38618.16 m2 and 19 structures together with 989 movables all the separate
surface area
property of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
b.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vll for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
KrtU 22785, having a surface area
of
96.157 m2.
"
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vl for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
lQ t 22785 and KW 28075, having a surface area of 129 213 m2'
d.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land constituting internal roads.
.
The area which constitutes Group 5 is outlined in detail in Attachment 5 attached to
this report.
Area No. 6 - Ship fit-out zone:
.
The main production facilities in Area No.6 are two fit-out quays with a total length
of 950 m and an average water depth of 7,3 m and with adjacent storage yards.
The quays are a serviced by 16+50 Mt cranes (lifting height 42+50m). The quays
are serviced by road transport, and one of them by a rail head.
.
Within the area there is
a
light-fittings prefabrication yard equipped with the
necessary production equipment (guillotine shears, triple rollers, press brakes, post
and pillar drills, drills, etc) together with a two-storey facility for the prefabrication of
power, hydraulic and steering systems and preparation of machinery for on-board
assembly.
.
.
Both production facilities are serviced by overhead cranes 15:5MG.
The whole area has access to mains utilities (electricity and water) together Wth
oxygen, acetylene, compressed air and process steam.
.
A two-storey warehouse located within Area no.6 allows deliveries to be received
both by road and rail transport.
Gdynia: 11 march 2009
14
.
Buildings located within Area no.6 have full employee facilities for 800 people and
offices for supervisory staff. There is also a canteen with related support facilities.
Group 6 - constituting area 7, which includes:
a.
The right to land located on the premises of Stocznia Gdynia S.A.
(Gdynia
Shipyard), which is the property of the State and which is on (what is refened to as)
perpetual usufruct to Stocznia Gdynia S.A. (Gdynia Shipyard), and for which the
District Court in Gdynia maintains the Land and Mortgage Register No. 1(\A/ 22785,
having a surface area of 7 871m2, as well as 6 structures, all the separate property
of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group'
b.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vll for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
l{I\t 22785, having a surface area of 96.157
c.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vl for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
KcI\t
d.
m2.
22785 and l(A/ 28075, having a surface area
of
129'213 m2,
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land constituting internal roads.
The area which constitutes Group 6 is outlined in detail in Attachment 6 attached to this
report.
Area No. 7
-
Spatial structures prefabrication zone
An open, surfaced lot serviced on each side of the quay with 50mt cranes and
optionally by a floating crane. The zone has full access to electrical infrastructure
outside of the permanent COz installation.
In accordance with the agreement to transfer of title to secure loan repayment
dated December 18th 2008, entered into by Stocznia Gdynia S.A. (Gdynia Shipyard) in
-
Stocznia Gdynia S.A. (Gdynia Shipyard)
has transferred the title to the following overhead cranes to Unitrans Sp. z o'o.:
- electrically powered double-girder crane (inventory no. 64600005000)
Gdynia and by Unitrans Sp. z o.o. of Gdynia
In accordance with Article 5 of the agreement to transfer the title to secure a
loan repayment, the transferred assets have remained under the ownership of Stocznia
Gdynia S.A. (Gdynia Shypyard) of Gdynia, who are using them on a lend basis. ln
accordance with Article 3 item 1 of the agreement to transfer the title to secure a loan
repayment, the transfer of title to the above said assents has taken effect barring
termination clause which means that should Stocznia Gdynia S.A. (Gdynia Shipyard) of
Gdynia repay its debt on time, which has been secured by the agreement, the transfer
of title shall become null and void without any further need for the parties to this
agreement to make any additional representations. At the time of settling of its liabilities,
which have been specified in the agreement to transfer title dated December lEth of
2008, by Stocznia Gdynia S.A. (Gdynia Shipyard) in favor of Unitrans Sp. z o'o' , the
title to the above listed overhead cranes shall be transferred back to Stocznia Gdynia
Gdynia: 11 march 2009
15
S.A. (Gdynia Shipyard) of Gdynia, without any additional representations having to be
made - at the time of the liabilities having been settled in full. The Receivership
Administrator, acting on its own behalf, but acting for Stocznia Gdynia S.A. (Gdynia
Shipyard), hereby represents that the Council of Creditors, on March 11th of 2009 have
adopted a Motion No. 11/2009 which approved the Compensation Administrator's
recommendation to settle the liabilities owed to Unitrans Sp. z o.o. in the amount of PLN
1 070 800, in accordance with the above said agreement to transfer title dated
December 18th of 2008, by March 13th of 2009. Hence when a bidder enters into the
contract to buy Area 7, the above mentioned overhead cranes shall also become
subject to that contract and the title to them shall be henceforth transferred to the buyer.
Group
a.
7
-
comprising area 8, which includes:
the right to a (what is referred to in Polish law as) perpetual usufruct held
by
Stocznia Gdynia S.A. (Gdynia Shipyard) to land as maintained in a Mortgage and
Land Register no. l(A/ 22785, by the Gdynia District Court, of surface area of 31916
m2 and to 19 buildings found on the land, of a total area of 27 522 32 m2,as well as
to 8 structures and 314 movables that are a part of the group, all separate property
of Stocznia Gdynia S.A. (Gdynia Shipyard).
b.
stake in the right to (what is referred to in Polish law as) perpetual usufruct held by
Stocznia Gdynia S.A. to land including the wet dock no Vl as maintained in a
Mortgage and Land Register by the Gdynia District Court no. |i('IU 22785 and KW
28075, of a total surface area of 129 213 m2.
c.
.
stake in the right to (what is referred to in Polish law as) perpetual usufruct held by
Stocznia Gdynia S.A. (Gdynia Shipyard) to land constituting internal roads.
The area comprising Group 7 has been outlined in detail in Attachment 7 to this report.
Area No. 8 - Spatial sections and hardware prefabrication zone
.
Includes both manufacturing warehouses, the most basic ones of wttich
possess the following parameters:
Object
Working
surface
area
Length
width
Number
of bays
Number
of
overhead
cranes
hoisting
capacity
Distance
to head
of crane
of
rail
Max.
overhead
crane
lm'l
lml
[m]
t-l
I-I
lmtl
lml
Ga-16
2540
74.4
43.4
2
3
12
7.3
G-2028
2170
74.1
36.6
1
5
32
12.7
Gdynia:11 march 2009
16
-
as well as open assembly stands with access to quay
Open zone
-
equipped with jigs and assembly plates serviced by 7mt crane and - if
-
by a floating crane.
The whole zone has access to power infrastructure (electricity, water, oxygen,
acetylene, compressed air, process steam).
needed
-
Group 8 - constitutes area No. 9, which includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is referred
to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia Shipyard),
and for which the District Court in Gdynia maintains the Land and Mortgage Register
no. KW 227E5 and l(A/ 35886, of surface area of 34186m2, as well as 30 buildings
standing on the said land, of a total area of 30366.06m2, and 27 structures along with
2907 movables, all the separate property of Stocznia Gdynia S.A. (Gdynia Shipyard)
and included in the group, together with a percentage share in the (what is referred to in
Polish law as) perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia Shipyard) on
the land constituting internal roads.
The area which constitutes Group
.
I
has been outlined in detail in Attachment
8
attached with this report.
Area No. 9 - Warehouse Services and Administration Zone
permanent warehouse bays (including a warehouse bay for high storage)
as well as 6 and 1O-storey office buildings.
- Includes
-
In the zone there is a vehicle weighing scale 60 mt, fully monitored, one of the
1 1gkv substations and a fresh water well. A spare compressor room is also located
here.
Group 9- constitutes area No. 10, which includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is referred
to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia Shipyard)'
and for which the District Court in Gdynia maintains the Land and Mortgage Register
no. l(\A/ 22785 and KA/ gg284, of surface area of 9722m2, as well as 2 buildings
standing on the said land, of a total area of 1351.9m2, and 4 structures along with 2
movables, all the separate property of Stocznia Gdynia S.A. (Gdynia Shipyard) and
included in the group.
.
The area wtrich constitutes Group
with this report.
t
has been outlined in detail in Attachment 9 aftached
Area No. 10 - Spatial sections prefabrication zone
Located outside of the confined perimeters of the Shipyard, includes an open
manufacturing yard, serviced by a 10 mt overhead crane. Fitted with jigs; does not
possess a permanent industrial gases and compressed air systems.
Gdynia: 11 march 2009
17
Group 10 - constitutes area No. 11, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785 and KW 65706, of surface area of 18366m2, as well as 80
buildings standing on the said land, of a total area of 5036.70m2, and 10 structures
along with 16 movables, all the separate property of Stocznia Gdynia S.A. (Gdynia
Shipyard) and included in the group.
The area which constitutes Group 10 has been outlined in detail in Attachment 10
.
attached with this rePort.
Area No. 11 - Plant and vehicle maintenance and service zone
-
Includes garage space, motor vehicle parking spaces, and a gas filling station.
There is a manufacturing bay in the area for the making of hardware elements
(useable surface area of 970m2, fitted with 5 mt overhead cranes) and a steel
structures prefabrication yard, serviced by a 10 mt gantry crane, fitted with jigs. The
above listed prefabrication bay possesses its own employee facilities.
.
-
constitutes area No. 12, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. K\A/ 22785 and l(W 65706, of surface area of 19209m2, as well as 6
buifdings standing on the said land, of a total area of 2066.7m2, and 10 structures.
The area which constitutes Group 11 has been outlined in detail in Attachment 11
Group 11
attached with this report.
Area No. 12
-
Auxiliary operations zone
Located outside the confined perimeters of the Shipyard, contains an industrial
gasses production works (acetylene, oxygen, argon CO2, nitrogen, etc.), that
supplies the Shipyard.
Possesses convenient roadway and railway access to the surrounding areas.
At the present time, this property is being leased by Eurogaz-Gdynia Sp. z o.o.
Group 12 - constitutes area No. 13, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785, of surface area of 8453m2, as well as 4 buildings standing on
the said land, of a total area of 3770.7m2, and 3 structures along with 10 movables, all
the separate property of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the
group.
Gdynia: 11 march 2009
18
The area which constitutes Group 12 has been outlined in detail in Attachment 't2
attached with this report.
Area No. 13 - Training zone
-
Includes three lecture rooms, including two practice rooms of a surface area of
around 35m2 each, with the third room being approximately 100m2 in size.
The zone also contains a welding bay of a surface area of approximately 860m2, 2
teaching rooms with fitted to enable teaching of all welding techniques, and a
-
warehouse/training yard of approximately 400m2 in size.
The zone is conveniently located as part of a training complex right next to the
Shipbuilding Schools Complex.
Group 13 - constitutes area No. 14, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for vuhich the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785, of surface area of 17628m2, as well as 2 buildings standing on
the said land, of a total area of 909.8m2, and 3 structures along with 2 movables, all the
.
separate property of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
The area which constitutes Group 13 has been outlined in detail in Attachment 13
attached with this report.
Area No. 14 -Vehicle parking zone. The zone includes:
-
590 parking spaces and an administrative building sitting on a partially surfaced lot
The property additionally houses a railway ramp.
Group 14 - constitutes area No. 15, which includes land located on the premises of
.
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(W 22785 and l(A/ 39284, of surface area of 6777m2, as well as 2
structures and 1 movable standing on the said land, all the separate property of
Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
The area which constitutes Group 14 has been outlined in detail in Attachment 14
attached with this report.
Area No. 15 - Vehicle parking zone. The zone includes:
-
220 parking spaces
Gdynia: 11 march 2009
l
I
1
19
Group 15 - constitutes area No. 16, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), wlrich is property of the State, hetd in (what is
referred to in Polish law as) ,,perpetual usufruct" to stocznia Gdynia s.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785 and KW 39284, of surface area of 1712sm2, as well as 3
structures along with 5 movables standing on the said land, allthe separate property of
Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
The area which constitutes Group 15 has been outlined in detail in Attachment 15
attached with this report.
'
Area No. 16 - Prefabricated units storage zone
The area includes open storage
-
picking and packing yards, serviced by light
overhead cranes and mounted cranes, and light-weight umbrella roof warehouses.
One fresh water well is also located in this area.
The area also includes access to a railway siding.
Group 16 - constitutes area No. 17, which includes land located on the premises of
.
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual
STOCZNIA GDYNIA S.A.
Drawn up according to the rulings of Article 77 and 78 of the Act dated 19th December 2008 concerning
compensation proc6edings in undertakings of particular importance for the Polish shipbuilding industry
(Journal of Laws 233, item 1569).
Gdynia, 11 march 2009
ll. Sois tre6ci
l. Introduction
On 6th January 2009, the Act of 19th December concerning compensation proceedings
of particular importance for the Polish Shipbuilding industry (hereinafter referred to as
the ,,Act"), came into being. The Act is a detailed description of the rules, conditions and
procedure of the compensation proceedings, the objective of which is the sale of assets
of Stocznia Gdynia S.A. (Gdynia Shipyard) (hereinafter referred to as 'Company",
"shipyard" or "shipyard"), in order to secure the claims of the Shipyard's creditors. The
Act also regulates the rules, conditions and procedure of protecting the rights of
Shipyard employees.
In accordance with the content of the Act, the body supervising the initiation and course
of the compensation proceedings is the State Treasury Minister, who is also
responsible for appointing an observer, with the approval of the European Commission.
The observer is responsible for monitoring the process.
The executive body, in accordance with the Act, is the Chairman of the Agency of
Industrial Development S.A., who among other things, initiates the compensation
proceedings, appoints a Provisional Administrator, confirms the sales plan of the
components of the shipyard assets and issues the decision concerning the
discontinuation or ending of the compensation proceedings.
On 6th January 2009, due to the submitting of the motion concerning compensation
proceedings by the Shipyard the same day, the Chairman of the Agency of Industrial
Development S.A, issued the decision concerning the Provisional Administrator of
Stocznia Gdynia S.A. (Gdynia Shipyard) and appointed Mr Roman Nojszewski.
In reply to the motion of Stocznia Gdynia S.A. (Gdynia Shipyard), in connection with the
compliance of the Shipyard with all formal requirements described in the Act, on
January 2009 the Chairman of ARP S.A. issued
a
7th
decision concerning the
compensation proceedings in relation to Stocznia Gdynia S.A. (Gdynia Shipyard), and
at the same time, summoned an initial assembly of Shipyard Creditors. The subject of
the deliberations was the selection of members for the Creditors' Committee as well as
the appointment of the Compensation Administrator. The decision also summoned the
Shipyard creditors to submit liabilities in writing to the Chairman of the Industrial
Development Agency S.A. no later than by 16th February 2009.
On 20th January 2009 an initial assembly of Shipyard Creditors was held. The
Creditors' Committee was chosen and 'Bud Bank Leasing" Sp. z o.o. company was
appointed as the Compensation Administrator of Stocznia Gdynia S.A. (Gdynia
Shipyard)(hereinafter refened to as the 'Compensation Administrato/' or
"compensation administrator"). In accordance with the Act, from the moment the
Compensation Administrator was appointed, the Board of Stocznia Gdynia S.A.
(Gdynia Shipyard) lost the right to board the Shipyard and disposition of the Shipyard's
property.
Following the decision of the European Commission and in accordance with the
regulations of the Act concerning compensation proceedings, the compensation
administrator, on the basis of entries in trade books, compiled a list of components of
shipyard assets and conducted a valuation of these components in conditions of forced
Gdynia:11 march 2009
ll. SPis tre6ci
especially
sale,inordertoprotecttheinterestsoftheShipyardcreditorsandemployeerights.The
pr"r"nt"o on an lnternet website'
shipi"ro," * sold will u"
the legal state of
The documeriation reflecting
."r"".
this
for
designed
property of the
each
parties
componentofthepropertywi|luestoredseparatelyforeachgroupcomponentand
of the shipyard' All
ti"
uv
parties
"tproyees
made avaitaure to lir interesteo
the shipyard property
ot uititing and inspecting
possibility
the
given
interested wi' be
Act' shall be
with resurations of the
Gdynia Shipyard, in accordance
non-discriminatory' unlimited
tr"nrp"r"ntl'un"onon,on"l,
open,
an
sord in the form of
, ;fjT::#r
website' The
tenderconductedin"o,npti"n.ewiththerulesoffaircompetition'Thetendershal|be
application of the lnternet
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with
tender
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will be conducted by a
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with the
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"rn"",*t"
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possessing experience in
providing .u"h ."riices,
in
specialised
subject
off free of
oftendersforStateShareho|ding"o,no"n""'nuaranteeingthehigheststandardsoflT
,n" Shipyard shall be sold
prop"rtv'i
tn"
process,
security. ln the sales
encumbrancesand-ctaimsofShipyardcreditors'inc|udingpreviousstateaidgivento
. ::""::il:::Til1.e
78 of the Act dated
resurations of Aficre
leth December 2008
concerning"o''"n,",,on-proceeoing"in,no".t"t.ingsofparticu|arimportanceforthe
proiect of division of
Polishshipbuildingindustry(Journalotuaws'Rrtictezsg'point.1569the..Act,,),once
compitation of the
tne
report,
fiiancial
the
the examination of
compensation
Shipyardassetsintogroupsofcomponen""J*Lva|uationofthemarketvalueofthe
76 item 1 of the Act' the
as in Article
months of
shipyard,s
no later than within 2
""."r",'i"'.ompteteo
Pl;;:;;""er
sales
the
Administrator st,"it compite
proceedings;
the initiation of compensation
.
The sales Plan shallinclude:
1)AdescriptionofgroupsofassetcomponentsoftheShipyardsubjectto
sate;
2)Adetaileddescriptionoftheprocedureanddesignationoftimelimitsforthe
of the shipyard;
of asset components
sale of particular groups
3)Apreliminaryestimateofcostsandexpensesconcerningtherealizationof
the sales Plan'
the Act as
Detailsconcerningthecarryingoutofthesalesprocedureoftheassetcomponentsof
by the regulations of
o"i"rtin"o
shipyard)are
(Gdynia
Stocznia Gdynia s.A.
document':
well as the records of this
Theimplementationoftheaboveprocedureshal|berea|izedinthefo||owingstages:
-issuingadecisionbytheChairmanoflndustria|Deve|opmentAgencyS.A.
concerningthesalesptan,wnicnshallincludeadetai|edprocedureofthe
tender'
of publishing
'announcements
- the realization of the statutory duty
about
tendersinnationalandlocalpror,"noadditionallyplacingtheoffersin
Internet website'
other forms' including the
Administrator' by
by the Compensation
conducted
offer'
- the two-stage tender
company
assistance of
way ot'in"
lnternet Website' with
the
in organizing tenders'
professionally specializing
in the Act
- auction in cases indicated
Gd4nia:11 march 2009
a
ll. Spis tre6ci
- the selection of the most favourable offer by the compensation administrator,
- issuing a decision by the Chairman of the Industrial Development Agency S.A.
the case of group components including real estate assets, with reference
to which the Board of the Marine Port of Gdynia S.A. as well as the State
Treasury are entitled to preferential or pre-emptive rights - the conclusion
preliminary conditional agreements, and next in the case of not
exercising preferential or pre-emptive rights by the entitled subjects,
concluding pledged agreements transferring the ownership of asset
components. In press advertisements, appropriate information concerning
non-negotiable clauses shall be found. Such clauses, including those
resulting from preferential and pre-emptive rights reserved for the State
Treasury and the Board of Marine Port of Gdynia S.A. shall be found in
of
particular agreements.
In reference to the sold off groups of asset components, consisting of real estate having
inappropriate access to public roads, and real estate through which transmission
networks run, appropriate easements shall be established - enabling the maximum
possible use of full, technical infrastructure of the real estate by the potential
purchasers.
The sale of Stocznia Gdynia S.A. (Gdynia Shipyard)assets may take place by means of
selling off divided groups of asset components and may be preceded by the lease of
the assets for a limited time period. The date of ending the sales procedure shall be
established by the European Commission by 31"t May 2009. This date may be
prolonged by another 3 months if it is thought to be essential for the attainment of the
proceedings' objectives, with the approval of the European Commission'
Gdynia: 11 march 2009
ll. Spis tre6ci
ll. Gontents
Introduction.............
ll. Contents
l.
....................2
...................s
lff. Groups of Shipyard Assets Subject to
Sa|e......
..........2
(A)Asset components subject to sale located in S4rmbark, Stgzyca gmina, described in detail
below
.........23
(B) Asset components of the shipyard subject to sale constituting financial assets in the form of
shares for the following subjects:........
....................... 23
(C)Other asset components of the shipyard subject to sale located in Gdynia described in detail
below and divided into 6 subgroups i.e.:...........
.........26
lV. The detailed procedure and designation of time limits for the sale of
particular groups of asset components of the shipyard...
..............2g
..........
Attachment no. A - Map entifled ,,the division of assets of stocznia
(Gdynia
V. Attachments
..................3S
Gdynia s.A.
Shipyard)" comprising land real estate constituting ownership of ihe State
Treasury located on the site of the shipyard in (what is referred to in polish law as)
perpetual usufruct of the
shipyard.................
........................SS
Attachment no. 1 -A detailed listing of asset components constituting Group 1 (area 1).....36
Attachment no. 2 -A detailed listing of asset components constituting Group 2 (area2).....37
Attachment no. 3 - A detailed listing of asset components constituting Group 3 (area 4)......33
Attachment no. 4
-
A detailed listing of asset components constituting Group 4 (area 5).....39
Attachment no. 5 - A detailed listing of asset components constituting Group 5 (area 6)......40
Attachment no. 6 - A detailed listing of asset components constituting Group 6 (area T)) ....41
Attachment no. 7 - A detailed listing of asset components constituting Group 7 (area B)......42
Attachment no. 8 - A detailed listing of asset components constituting Group 8 (area 9)......43
Attachment no. 9 - A detailed listing of asset components constituting Group 9 (area
10)
.............44
Attachment no. 10 - A detailed listing of asset components constituting Group 10 (area
11)
45
Attachment no. 11 - A detailed listing of asset components constituting Group 11 (area
12)
46
Attachment no. 12 - A detailed listing of asset components constituting Group 12 (area
13)
Attachment no.
14)
47
il . 1*il
i::::: "
Attachment no. 14 - A detaited tistins
15)
",
asset components constitutins Group 13 (area
;r;",
;;;;;.";,. ;;;r;,;,;;; ;;;r; ;;;;";
tt
49
Attachment no. 15 - A detailed listing of asset components constituting Group 15 (area
16)
Attachment no.
17)
il . i
*ii:
50
i"::::
Attachment no. 17 - A detaited tistins
18)
Attachment no.
1e)
il 1l*il:
"
asset components constitutins Group 16 (area
;";r**;;
"; """",
i'::::::1:::::::T::l"ts
;;;ro*r,
"n
52
consritutins Group 18 (area
Attachment no. 19 - A detailed listing of asset components
20)
"on.o,u,'nn
Gdynia: 11 march 2009
o',.J; ;;";""
tt
u'
;;;;";";
Attachment no' 20 - A detailed listing of asset components
constituting Group 20 (area
21)
.............55
Attachment no. 21 - A detailed listing of asset components
constituting Group 2,1 (area
5A)
.............56
Attachment no.22 - A detailed listing of asset components constituting
Group 22 (area
no' 6A)
..............s7
Attachment no. 23 - A detaired risting of asset components constituting
Group 23...............5g
Attachment no. 24
-
A detaired risting of asset components constituting Group 37 .................
.................59
Gdynia: 11 march 2009
lll. Groups of Shipyard Assets Subject to Sale
In accordance with Article 78 item 1 of the Act, the Compensation Administrator specified
the following groups of shipyard assets subject to sale (the number of each group of
assets corresponds to the tender numbers detailed in Chapter lV - The Detailed
Method And Designation of Time Limits Dates For The Sale Of Particular Groups Ot
Asset Gomponents of The Shipyard):
A. Shipyard assets subject to sale located in Gdynia described in
detail below and divided into 22 areas in accordance with the map
found in attachment A of this document
Group 1 - constitutes area No.1, which includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is the property of the State Treasury and which is
on (what is referred to in Polish Law as) 'perpetual usufruct' to Stocznia Gdynia S.A.
(Gdynia Shipyard), and for which the District Court in Gdynia maintains the Land and
Mortgage Register No. KA/ 22785, having a surface area of 130 201m2, aswell as 31
buifdings standing on said land, having a total area of 64 309.42m2, and 45 structures
together with 1341 movables, all the separate property of Stocznia Gdynia S.A. (Gdynia
Shipyard) and included in the group, together with a right of percentage share in the
perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia
Shipyard) on the land
constituting internal roads.
.
The area which constitutes Group
t
has been outlined in detail in Aftachment
1
attached to this report.
Area No.1
.
.
-
Hull prefabrication zone.
This area - taking into consideration its location, existing buildings, production plant
and equipment, employee facilities and access roads for the movement of materials
- is intended for the complete prefabrication of ship hulls and the prefabrication of
other flat and spatial steel sections.
The production process is based on a flow-line method (initial processing of steel
plate and a line for the prefabrication of flat sections) and on a cell method
(machinery for thermal cufting of plate, machines for forming plates and profiles,
work stations for initial prefabrication of hull elements, work stations for assembly
and welding of sections).
.
Overhead cranes (with a lifting capacity of up to 120Mt), roller conveyors and self
propelled rail cars are used for the transportation of materials to and between
separate installations and workplaces.
.
.
The production processes carried out in this area include:
-
receiving and placement of feedstock into storage, initial processing of raw-steel
plates and profiles (mechanical stress relieving, cleaning, de-scaling and shotblasting, if needed, hydrodynamic painting and drying),
-
thermal cutting of plates,
forming of plates and profiles,
fabrication of flat and composite spatial sections.
Characteristics of main buildings and technological installations:
Gdynia: 11 march 2009
Feedstock storage area - hard surfaced with a bearing capacity of up to 13MUm2
and having a useable area of 14 590 m'. The storage area is serviced by 8#
overhead cranes (giving loading capacities of 8-16 Mt) with both magnetic and hook
lifting gear which move on overpasses which create 4 passages for storing,
Line for initial preparation of feedstock (Gutmann descaling and shot blasting plant;
Via-Nova painting and drying plant), roller conveyors for transportation of materials.
Maximum handling size of plates: 16 x 3.6 m, thickness up to 45 mm,
Plate cufting machinery (11 machines including autogenic cutters, plasma cutters
and 6 pantographs for the cutting of small elements). One autogenic cutter has
triple nozzles to allow plate to be chamfered into "K". Plasma cutters are equipped
with dual chamber water tables that can be connected if the need arises to burn
cuts in long sections of plate. Maximum sizes of plates for autogenic cutting: 16 x
3.6 m, up to a thickness of 150 mm. Maximum sizes of plates for plasma cutting: 25
x 3.6 m, up to a thickness of 1Smm
Plate and profile bending machinery:
-
rollers 2000Mt, rolling length 12.9 m
presses: 1000 Mt portal press,700 Mt jib press450 Mt, bending press 350Mt,
700Mt frame press and 350Mt, 200Mt double sided hydraulic press.
equipment for the fabrication of welded T beams
Line for the prefabrication of stiffened flat sections up to 16m in width with a stiffener
depth of 110-350mm,
Workspaces (cells) for the fabrication of spatial sections - situated in enclosed
production halls and on open assembly sites. These workspaces are placed under
overhead cranes and on hard-standing areas with a maximum allowable bearing
capacity of 10MVm2.
Main high capacity buildings: All main high capacity building structures have access
to mains utilities (electricity, water, technical gases - oxygen, acetylene, CO2,
compressed air and process steam).
obpCi woirlng
Lengan
surface
area
wuiniNumoii- tiumoer oi rrlax loading Distance to
i of bays overhead capacity of
head of
cranes
":",r*"""0 1:inffi3,.iru"
height)
lm2l
G-502
61 00
I bay
lml
193,7
lml
8350
194
43,3
G-08
13140
128
30,4
G-06
8600
97
89,7:
G-sos
7120
97,6
t-l
tMq
73,11
tm1
21,9t12
31,7
fffff
*'
t-1
13
120
21,9t12
100
22t16
10
3
'z
Gdynia: 11 march 2009
16
8
.
Facilities incorporated in Area No 1 include employee facilities - changing rooms for
around 800 employees, canteens and administrative offices.
.
For the purpose of securing loan facilities and subject to an agreement made on
18th December 2008 between Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
and Unitrans Sp. z o.o. of Gdynia, Stocznia Gdynia S.A. (Gdynia Shipyard) the title
to the cranes referred to below have been transferred to Unitrans Sp. z o.o.of
Gdynia:
Double girder overhead crane with hook lifting gear (lnventory
number: 64600005500)
Tower crane 28 751100 (lnventory number: 64200007500).
.
In accordance with Article 5 of the Agreement to Transfer Title to secure said loan
facility, the transferred assets have remained in the possession of Stocznia Gdynia
S.A (Gdynia Shipyard) of Gdynia which uses them on loan. ln accordance with
Article 3 item 1 of the agreement to transfer title to said assets to secure loan
repayment has taken effect barring termination clause which means that should
Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia repay its debt on time, which has
been secured by the agreement the transfer of title shall become null and void
without any need for the parties to this agreement to make any additional
representations. At the time of seftlement of its liabilities, which have been specified
in the agreement made on 18 December 2008, by Stocznia Gdynia S.A (Gdynia
Shipyard) in favour of Unitrans Sp. z o.o, the title of the above listed cranes will be
transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia without any
additional representation requiring to be made at the time of the liabilities having
been settled in full. The Compensation Administrator acting on its own behalf but for
Stocznia Gdynia S.A (Gdynia Shipyard) hereby represents that the Council of
Creditors, on 11 March 2009, passed a resolution No 11l20og which approved the
Compensation Administrator's recommendation to settle the liabilities owed to
Unitrans Sp. z o.o. in the sum of PLN 1.070.800, in accordance with the above said
agreement dated 18 December 2008, by 13 March 2009. Hence when a successful
bidder enters into a contract to buy Area No.1, the above mentioned cranes will
become subject to that contract and title to them shall henceforth be transferred to
the buyer.
Group 2 - constitutes area No.2, wtrich includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is the property of the State and held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register No. KW 22785, having a surface area of 140 837 m', as well as 5 buildings
standing on said land, having a total area of 10 221.15m2, and 38 structures together
with 1545 movables, all the separate property of Stocznia Gdynia S.A.
(Gdynia
Shipyard) and included in the group, together with the right to a percentage share in the
(what is referred to in Polish law as) perpetual usufruct given to Stocznia Gdynia S.A.
(Gdynia Shipyard) on the land constituting internal roads.
.
The area which constitutes Group 2 is outlined in detail in Attachment 2 aftached to
this report.
Area No.2
-
Ship assembly zone:
Gdynia:11 march 2009
.
The main production facility of Area no. 2 is a dry dock having dimensions of 380 x
70 m and the depth of 8 m, serviced by a 1000 Mt gantry crane having the following
specification:
Lifting
height
Iotal
lml
lml
iMq
15
3
70
|
Symbol of the Sp
an
;antry crane
Btl
liftinE \,lumber o
:apacity
)ars
I
-ifting capacitl
Mq
-500 ll
300 ilt - 300
000
Notes
rf cars
-
)ead field from the
rxis- 6.3 [m] fron
roth sides
4# cranes with a lifting capacity: 150 -20Mt (lifting height 50 m),
Adjacent hard-surfaced assembly yards with an allowable bearing capacity of 160
Mt/m2, are - depending on their location - serviced by dock gantry crane and dock
cranes or analogue cranes with the lifting capacity 150 - 20 Mt.
There is the potential to subdivide the dock in two places with the use of steel
barriers (Ihe shipyard do not have these barriers made)
The whole area has full access to mains utilities (electricity and water) as well as
oxygen, acetylene, CO2, compressed air and steam.
ln the building wtrich is located in Area No. 2 there are complete employee facilities
and administrative offices for supervisory staff. There is also a canteen with related
supporting facilities.
For the purpose of securing a loan facility and subject to an agreement made on
18th December 2008 between Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
and Unitrans Sp. z o.o. in Gdynia, Stocznia Gdynia S.A. (Gdynia Shipyard) title to
the cranes referred to below have been transferred to Unitrans Sp. z o.o. of Gdynia:
.
Tower crane derrick (lnventory number: 64200002800),
Tower crane derrick (lnventory number: 64200002900),
In accordance with Article 5 of the agreement to transfer title to secure said
loan facility, the transferred assets have remained in the possession of
Stocznia Gdynia S.A (Gdynia Shipyard) which uses them on loan. ln
accordance with Article 3 item 1 of the agreement to transfer title to said
assets to secure loan repayment has taken effect barring termination clause
which means that should Stocznia Gdynia S.A. (Gdynia Shipyard) in Gdynia
repay its debt on time, which has been secured by the agreement, the
transfer of title shall become null and void without need for the parties to
this agreement to make any additional representation. At the time of
settlement of its liabilities, which have been specified in the agreement
made on 18 December 2008, by Stocznia Gdynia S.A (Gdynia Shipyard) in
favour of Unitrans Sp. z o.o, title to the above listed cranes will be
transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
without any additional representation having to be made at the time of the
liabilities having been settled in full. The Compensation Administrator acting
on its own behalf but acting for Stocznia Gdynia S.A (Gdynia Shipyard)
hereby represents that the Council of Creditors, on 11 March 2009, passed
a resolution No 1112009 which approved the Compensation Administrator's
recommendation to settle the liabilities owed to Unitrans Sp. z o.o. in the
Gdynia:11 march 2009
10
sum of PLN 1.070.800, in accordance with the above said agreement dated
18 December 2008, by 13 March 2009. Hence when a successful bidder
enters into a contract to buy Area No.2, the above mentioned cranes will
become subject to that contract and title to them shall henceforth be
transferred to the buyer.
.
For the purpose of securing a loan facility and subject to an agreement
made on 29th June 2001 between Stocznia Gdynia S.A. (Gdynia Shipyard)
of Gdynia and Powszechny Bank Kredytowy S.A. of Warsaw (PBK S.A),
Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia title to the goliath gantry
crane referred
to
^*i*":ii;
below has been transferred
(r
to
Powszechny Bank
nventory Num ber: 646000 1 4400).
"]r ""ne,
In an agreement made on 15 June 2005 PBK S.A. transferred the debts of
Stocznia Gdynia S.A. (Gdynia Shipyard) together with all securities to Ray
Car Carriers with offices in Douglas, lsle of Man (RCC). On the basis of this
agreement RCC took title, among other securities, to the crane referred to
above.
r
In accordance with Article 5 item 2 of the agreement to
transfer title to secure said loan facility dated 29 June 2001 the transferred
asset has remained in the possession of Stocznia Gdynia S.A. (Gdynia
Shipyard) who, under the terms of the agreement, is authorized to use it for its
intended use. In accordance with Article 3 item 3 of the agreement made on 29
June 2001 to transfer title to said asset to secure loan repayment has taken
effect barring termination clause which means that should Stocznia Gdynia S.A.
(Gdynia Shipyard) repay its debt on time, which has been secured by the
agreement, the transfer of title shall become null and void. At the time of settling
its liabilities, in favour
of
Ray Car Carriers Limited, title to the crane listed above
will be transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) without any
additional representations having to be made at the time of the liabilities having
been settled in full.. The Compensation Administrator acting on its own behalf
but acting on behalf of Stocznia Gdynia S.A (Gdynia Shipyard), hereby
represents that the Council of Creditors, on 11 March 2009, passed a resolution
No 11l20lg which approved the
Compensation Administrator's
recommendation to settle the liabilities owed to Ray Car Carriers Limited. in the
sum of PLN 4.975.577.73 gr, in accordance with the above said agreement
dated 29 June 2001, by such date as shall constitute the closing date for bid
registering. The registration of bids is to be made in writing by bidders and
passed to the Compensation Administrator and this is a specific condition upon
which bidders are allowed to participate in accordance with Article 82 of the
Act.. Hence when a successful bidder enters into a contract to buy Area No.2,
the above mentioned crane will become subject to that contract and title to it
shall henceforth be transferred to the buyer.
Group
3
-
constitutes Area No 4 which includes:
a.
the right to (what is referred to in Polish law as) perpetual
usufruct given to Stocznia Gdynia S.A. (Gdynia Shipyard),
and for which the District Court in Gdynia maintains the
Gdynia: 11 march 2009
11
Land and Mortgage Register No. KW 22785, having a
surface area of 43.969 m' as well as 14 structures
together with 46 movables all the separate property of
Stocznia Gdynia S.A. (Gdynia Shipyard) and inctuded in
the group,
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
b.
Shipyard) on the land including dock No Vll for which the
District Court in Gdynia maintains the Land and Mortgage
Register No. KW 22785, having a surface area of 96.157
m'.
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
c.
Shipyard) on the land constituting internal roads.
.
The area which constitutes Group 3 is outlined in detail in Attachment 3 attached to
this report
Area No.4 - Ship assembly zone
'
The main production facility of Area No. 4 is a dry dock with dimensions of 240 m x
40 m and depth of 8 m, which is serviced by a 500 Mt gantry crane having the
following
Symbol of the
gantry crane
BI
specification:
Sp
an
Lifting
height
lml
45,
Totallifting Number ol Lifting capacity
capacity
cars
of cars
tml
tMq
t-1
tMtl
41
500
2
t- 250
5
lt - 250
auxiliary crane -
Notes
Dead field from the
axis- 3 [m]from both
sides
30
4# cranes with lifting capacities: 80=10 Mt ((lifting height 40 m)
Adjacent hard-surface assembly yards having an allowable bearing capacity of 13
Mt/mz, and which are serviced by a dock gantry crane and dock cranes. The
equipment includes a traversable weather roof, jigs and assembly plates.
The whole area has full access to mains utilities (electricity and water) together with
oxygen, acetylene, CO2, compressed air and process steam
For the purpose of securing a loan facility and subject to an agreement made on
18th December 2008 between Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia
and Unitrans sp. z o.o. in Gdynia, title to the crane referred to below has been
transferred to Unitrans Sp. z o.o.in Gdynia:
-
Electrically driven double girder overhead crane (lnventory number:
64600005200),
ln accordance with Article 5 of the Agreement to Transfer Title to secure said loan
facility, the transferred assets have remained in the possession of Stocznia Gdynia
s.A (Gdynia shipyard) of Gdynia which uses them on toan. In accordance with
Article 3 item 1 of the agreement to transfer title to said assets to secure loan
Gdynia: 11 march 2009
12
repayment has taken effect barring termination clause which means that should
Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia repay its debt on time, which has
been secured by the agreement the transfer of title shall become null and void
without any need for the parties to this agreement to make any additional
representations. At the time of settlement of its liabilities, which have been specified
in the agreement made on 18th December 2008, by Stocznia Gdynia S.A (Gdynia
Shipyard) in favour of Unitrans Sp. z o.o, title of the above listed cranes will be
transferred back to Stocznia Gdynia S.A. (Gdynia Shipyard) of Gdynia without any
additional representation requiring to be made at the time of the liabilities having
been settled in full. The Compensation Administrator acting on its own behalf but for
Stocznia Gdynia S.A (Gdynia Shipyard) hereby represents that the Council of
Creditors, on 11th March 2009, passed a resolution No 11/2009 which approved the
Compensation Administrator's recommendation to settle the liabilities owed to
Unitrans Sp. z o.o. in the sum of PLN 1.070.800, in accordance with the above said
agreement dated 18 December 2008, by 13th March 2009. Hence when a
successful bidder enters into a contract to buy Area No.3, the above mentioned
cranes will become subject to that contract and title to them shall henceforth be
transferred to the buyer.
Group 4 - constituting area 5, which includes:
a.
The right to (what is referred to in Polish law as) perpetual
usufruct given to Stocznia Gdynia S.A. (Gdynia Shipyard),
and for which the District Court in Gdynia maintains the
Land and Mortgage Register No. KW 22785, having a
surface area of 26 660. m2 as well as 6 buildings with an
area of 18 033.46 m2 together with 9 structures with 174
movables all the separate property of Stocznia Gdynia S.A.
(Gdynia Shipyard) and included in the group,
b.
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
Shipyard) on the land including dock No Vll for which the
District Court in Gdynia maintains the Land and Mortgage
Register No. l(A/ 22785, having a surface area of 96 157
m2
c.
.
The area which constitutes Group 4 is outlined in detail in Attachment 4 attached to
this report.
Area No.5
.
a share in the right to (what is referred to in Polish law as)
perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia
Shipyard) on the land constituting internal roads
-
Prefabrication of ship fittings and pipe sections:
The main building situated in Area No. 5 is a production facility with
following specifi cation:
)bjecl Workin
g area
[m']
Leng Nidth
Bay
number
th
lml
lml
t-1
Number of
overhead
cranes
t-I
Gdynia: 11 march 2009
j
I
l
I
bays with the
Distance to head of
overhead crane rail
rverhead cranes (working height)
Max lifting
capacity of the
tMq
lml
13
Ga-30
12600
10,3
137
13
8
30
8,94/5,97
.
Equipped with basic machines for tooling metal: guillotine shears, press brakes,
post and pillar drills, welding stations. Each bay of the production hall has entry
gates at front and rear of the building.
.
The whole area has full access to mains utilities (electric and water) together with
oxygen, acetylene, CO2, compressed air and process steam
.
There is comprehensive employee facility for 500 people as well as offices for
supervisory staff in the building. There is also a canteen with related support
facilities.
Group
a.
5
-
constituting area No 6, which includes:
the right to (what is referred to in Polish law) as "perpetual usufruct' given to
Stocznia Gdynia S.A. (Gdynia Shipyard), and for which the District Court in Gdynia
maintains the Land and Mortgage Register No. KA/ 22785 and KW 28075, having a
of
69.030 m2 as well as 34 building on said land with an area of
38618.16 m2 and 19 structures together with 989 movables all the separate
surface area
property of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
b.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vll for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
KrtU 22785, having a surface area
of
96.157 m2.
"
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vl for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
lQ t 22785 and KW 28075, having a surface area of 129 213 m2'
d.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land constituting internal roads.
.
The area which constitutes Group 5 is outlined in detail in Attachment 5 attached to
this report.
Area No. 6 - Ship fit-out zone:
.
The main production facilities in Area No.6 are two fit-out quays with a total length
of 950 m and an average water depth of 7,3 m and with adjacent storage yards.
The quays are a serviced by 16+50 Mt cranes (lifting height 42+50m). The quays
are serviced by road transport, and one of them by a rail head.
.
Within the area there is
a
light-fittings prefabrication yard equipped with the
necessary production equipment (guillotine shears, triple rollers, press brakes, post
and pillar drills, drills, etc) together with a two-storey facility for the prefabrication of
power, hydraulic and steering systems and preparation of machinery for on-board
assembly.
.
.
Both production facilities are serviced by overhead cranes 15:5MG.
The whole area has access to mains utilities (electricity and water) together Wth
oxygen, acetylene, compressed air and process steam.
.
A two-storey warehouse located within Area no.6 allows deliveries to be received
both by road and rail transport.
Gdynia: 11 march 2009
14
.
Buildings located within Area no.6 have full employee facilities for 800 people and
offices for supervisory staff. There is also a canteen with related support facilities.
Group 6 - constituting area 7, which includes:
a.
The right to land located on the premises of Stocznia Gdynia S.A.
(Gdynia
Shipyard), which is the property of the State and which is on (what is refened to as)
perpetual usufruct to Stocznia Gdynia S.A. (Gdynia Shipyard), and for which the
District Court in Gdynia maintains the Land and Mortgage Register No. 1(\A/ 22785,
having a surface area of 7 871m2, as well as 6 structures, all the separate property
of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group'
b.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vll for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
l{I\t 22785, having a surface area of 96.157
c.
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land including dock No Vl for
which the District Court in Gdynia maintains the Land and Mortgage Register No.
KcI\t
d.
m2.
22785 and l(A/ 28075, having a surface area
of
129'213 m2,
a share in the right to (what is referred to in Polish law as) perpetual usufruct given
to Stocznia Gdynia S.A. (Gdynia Shipyard) on the land constituting internal roads.
The area which constitutes Group 6 is outlined in detail in Attachment 6 attached to this
report.
Area No. 7
-
Spatial structures prefabrication zone
An open, surfaced lot serviced on each side of the quay with 50mt cranes and
optionally by a floating crane. The zone has full access to electrical infrastructure
outside of the permanent COz installation.
In accordance with the agreement to transfer of title to secure loan repayment
dated December 18th 2008, entered into by Stocznia Gdynia S.A. (Gdynia Shipyard) in
-
Stocznia Gdynia S.A. (Gdynia Shipyard)
has transferred the title to the following overhead cranes to Unitrans Sp. z o'o.:
- electrically powered double-girder crane (inventory no. 64600005000)
Gdynia and by Unitrans Sp. z o.o. of Gdynia
In accordance with Article 5 of the agreement to transfer the title to secure a
loan repayment, the transferred assets have remained under the ownership of Stocznia
Gdynia S.A. (Gdynia Shypyard) of Gdynia, who are using them on a lend basis. ln
accordance with Article 3 item 1 of the agreement to transfer the title to secure a loan
repayment, the transfer of title to the above said assents has taken effect barring
termination clause which means that should Stocznia Gdynia S.A. (Gdynia Shipyard) of
Gdynia repay its debt on time, which has been secured by the agreement, the transfer
of title shall become null and void without any further need for the parties to this
agreement to make any additional representations. At the time of settling of its liabilities,
which have been specified in the agreement to transfer title dated December lEth of
2008, by Stocznia Gdynia S.A. (Gdynia Shipyard) in favor of Unitrans Sp. z o'o' , the
title to the above listed overhead cranes shall be transferred back to Stocznia Gdynia
Gdynia: 11 march 2009
15
S.A. (Gdynia Shipyard) of Gdynia, without any additional representations having to be
made - at the time of the liabilities having been settled in full. The Receivership
Administrator, acting on its own behalf, but acting for Stocznia Gdynia S.A. (Gdynia
Shipyard), hereby represents that the Council of Creditors, on March 11th of 2009 have
adopted a Motion No. 11/2009 which approved the Compensation Administrator's
recommendation to settle the liabilities owed to Unitrans Sp. z o.o. in the amount of PLN
1 070 800, in accordance with the above said agreement to transfer title dated
December 18th of 2008, by March 13th of 2009. Hence when a bidder enters into the
contract to buy Area 7, the above mentioned overhead cranes shall also become
subject to that contract and the title to them shall be henceforth transferred to the buyer.
Group
a.
7
-
comprising area 8, which includes:
the right to a (what is referred to in Polish law as) perpetual usufruct held
by
Stocznia Gdynia S.A. (Gdynia Shipyard) to land as maintained in a Mortgage and
Land Register no. l(A/ 22785, by the Gdynia District Court, of surface area of 31916
m2 and to 19 buildings found on the land, of a total area of 27 522 32 m2,as well as
to 8 structures and 314 movables that are a part of the group, all separate property
of Stocznia Gdynia S.A. (Gdynia Shipyard).
b.
stake in the right to (what is referred to in Polish law as) perpetual usufruct held by
Stocznia Gdynia S.A. to land including the wet dock no Vl as maintained in a
Mortgage and Land Register by the Gdynia District Court no. |i('IU 22785 and KW
28075, of a total surface area of 129 213 m2.
c.
.
stake in the right to (what is referred to in Polish law as) perpetual usufruct held by
Stocznia Gdynia S.A. (Gdynia Shipyard) to land constituting internal roads.
The area comprising Group 7 has been outlined in detail in Attachment 7 to this report.
Area No. 8 - Spatial sections and hardware prefabrication zone
.
Includes both manufacturing warehouses, the most basic ones of wttich
possess the following parameters:
Object
Working
surface
area
Length
width
Number
of bays
Number
of
overhead
cranes
hoisting
capacity
Distance
to head
of crane
of
rail
Max.
overhead
crane
lm'l
lml
[m]
t-l
I-I
lmtl
lml
Ga-16
2540
74.4
43.4
2
3
12
7.3
G-2028
2170
74.1
36.6
1
5
32
12.7
Gdynia:11 march 2009
16
-
as well as open assembly stands with access to quay
Open zone
-
equipped with jigs and assembly plates serviced by 7mt crane and - if
-
by a floating crane.
The whole zone has access to power infrastructure (electricity, water, oxygen,
acetylene, compressed air, process steam).
needed
-
Group 8 - constitutes area No. 9, which includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is referred
to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia Shipyard),
and for which the District Court in Gdynia maintains the Land and Mortgage Register
no. KW 227E5 and l(A/ 35886, of surface area of 34186m2, as well as 30 buildings
standing on the said land, of a total area of 30366.06m2, and 27 structures along with
2907 movables, all the separate property of Stocznia Gdynia S.A. (Gdynia Shipyard)
and included in the group, together with a percentage share in the (what is referred to in
Polish law as) perpetual usufruct given to Stocznia Gdynia S.A. (Gdynia Shipyard) on
the land constituting internal roads.
The area which constitutes Group
.
I
has been outlined in detail in Attachment
8
attached with this report.
Area No. 9 - Warehouse Services and Administration Zone
permanent warehouse bays (including a warehouse bay for high storage)
as well as 6 and 1O-storey office buildings.
- Includes
-
In the zone there is a vehicle weighing scale 60 mt, fully monitored, one of the
1 1gkv substations and a fresh water well. A spare compressor room is also located
here.
Group 9- constitutes area No. 10, which includes land located on the premises of Stocznia
Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is referred
to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia Shipyard)'
and for which the District Court in Gdynia maintains the Land and Mortgage Register
no. l(\A/ 22785 and KA/ gg284, of surface area of 9722m2, as well as 2 buildings
standing on the said land, of a total area of 1351.9m2, and 4 structures along with 2
movables, all the separate property of Stocznia Gdynia S.A. (Gdynia Shipyard) and
included in the group.
.
The area wtrich constitutes Group
with this report.
t
has been outlined in detail in Attachment 9 aftached
Area No. 10 - Spatial sections prefabrication zone
Located outside of the confined perimeters of the Shipyard, includes an open
manufacturing yard, serviced by a 10 mt overhead crane. Fitted with jigs; does not
possess a permanent industrial gases and compressed air systems.
Gdynia: 11 march 2009
17
Group 10 - constitutes area No. 11, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785 and KW 65706, of surface area of 18366m2, as well as 80
buildings standing on the said land, of a total area of 5036.70m2, and 10 structures
along with 16 movables, all the separate property of Stocznia Gdynia S.A. (Gdynia
Shipyard) and included in the group.
The area which constitutes Group 10 has been outlined in detail in Attachment 10
.
attached with this rePort.
Area No. 11 - Plant and vehicle maintenance and service zone
-
Includes garage space, motor vehicle parking spaces, and a gas filling station.
There is a manufacturing bay in the area for the making of hardware elements
(useable surface area of 970m2, fitted with 5 mt overhead cranes) and a steel
structures prefabrication yard, serviced by a 10 mt gantry crane, fitted with jigs. The
above listed prefabrication bay possesses its own employee facilities.
.
-
constitutes area No. 12, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. K\A/ 22785 and l(W 65706, of surface area of 19209m2, as well as 6
buifdings standing on the said land, of a total area of 2066.7m2, and 10 structures.
The area which constitutes Group 11 has been outlined in detail in Attachment 11
Group 11
attached with this report.
Area No. 12
-
Auxiliary operations zone
Located outside the confined perimeters of the Shipyard, contains an industrial
gasses production works (acetylene, oxygen, argon CO2, nitrogen, etc.), that
supplies the Shipyard.
Possesses convenient roadway and railway access to the surrounding areas.
At the present time, this property is being leased by Eurogaz-Gdynia Sp. z o.o.
Group 12 - constitutes area No. 13, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785, of surface area of 8453m2, as well as 4 buildings standing on
the said land, of a total area of 3770.7m2, and 3 structures along with 10 movables, all
the separate property of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the
group.
Gdynia: 11 march 2009
18
The area which constitutes Group 12 has been outlined in detail in Attachment 't2
attached with this report.
Area No. 13 - Training zone
-
Includes three lecture rooms, including two practice rooms of a surface area of
around 35m2 each, with the third room being approximately 100m2 in size.
The zone also contains a welding bay of a surface area of approximately 860m2, 2
teaching rooms with fitted to enable teaching of all welding techniques, and a
-
warehouse/training yard of approximately 400m2 in size.
The zone is conveniently located as part of a training complex right next to the
Shipbuilding Schools Complex.
Group 13 - constitutes area No. 14, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for vuhich the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785, of surface area of 17628m2, as well as 2 buildings standing on
the said land, of a total area of 909.8m2, and 3 structures along with 2 movables, all the
.
separate property of Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
The area which constitutes Group 13 has been outlined in detail in Attachment 13
attached with this report.
Area No. 14 -Vehicle parking zone. The zone includes:
-
590 parking spaces and an administrative building sitting on a partially surfaced lot
The property additionally houses a railway ramp.
Group 14 - constitutes area No. 15, which includes land located on the premises of
.
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual usufruct" to Stocznia Gdynia S.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(W 22785 and l(A/ 39284, of surface area of 6777m2, as well as 2
structures and 1 movable standing on the said land, all the separate property of
Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
The area which constitutes Group 14 has been outlined in detail in Attachment 14
attached with this report.
Area No. 15 - Vehicle parking zone. The zone includes:
-
220 parking spaces
Gdynia: 11 march 2009
l
I
1
19
Group 15 - constitutes area No. 16, which includes land located on the premises of
Stocznia Gdynia S.A. (Gdynia Shipyard), wlrich is property of the State, hetd in (what is
referred to in Polish law as) ,,perpetual usufruct" to stocznia Gdynia s.A. (Gdynia
Shipyard), and for which the District Court in Gdynia maintains the Land and Mortgage
Register no. l(A/ 22785 and KW 39284, of surface area of 1712sm2, as well as 3
structures along with 5 movables standing on the said land, allthe separate property of
Stocznia Gdynia S.A. (Gdynia Shipyard) and included in the group.
The area which constitutes Group 15 has been outlined in detail in Attachment 15
attached with this report.
'
Area No. 16 - Prefabricated units storage zone
The area includes open storage
-
picking and packing yards, serviced by light
overhead cranes and mounted cranes, and light-weight umbrella roof warehouses.
One fresh water well is also located in this area.
The area also includes access to a railway siding.
Group 16 - constitutes area No. 17, which includes land located on the premises of
.
Stocznia Gdynia S.A. (Gdynia Shipyard), which is property of the State, held in (what is
referred to in Polish law as) ,,perpetual