RB 43/2009 Brief assessment of the Company’s standing dated 22 June 2010

In accordance to the Rule III 1. of the Code of Best Practice for WSE Listed Companies and RB 8/2008 dated 25 January 2008, the Supervisory Board of AmRest Holdings SE presents a brief assessment of the Company’s standing. 

The Supervisory Board reviewed the Company’s Consolidated Annual Accounts for the year 2009, showing a net profit amounting to PLN 38 574 thousand, the Directors’ Report  and the Auditor’s Report for the year 2009. The Board concluded that financial and operating performance of the Company was strong. Such a solid performance is evidenced, among other factors, by margins improvement and significant cash generation.

Moreover, the Company provides financial flexibility and ability to pursue growth strategies. The Supervisory Board welcomes the Annual Report of the Company for the year 2009 and recommends its approval by the Annual General Meeting of Shareholders.

After reviewing the Stand Alone Annual Financial Statements, the Supervisory Board decided to accept the proposal and recommend to the General Assembly to adopt a resolution on covering a net loss of PLN 4 089 thousand for the year 2009 as requested by the Management Board.

In addition, the Supervisory Board would like to point out that on 22th April 2010, ie after the balance sheet date there was a significant event, a subscription agreement between AmRest Holdings SE and WP Holdings VII BV has been signed. Before the conclusion of the contract the Supervisory Board has examined in detail the entire transaction with Warburg Pincus from both the financial and legal perspective. The Supervisory Board concurred with the Management Board of the Company that the proposed transaction is beneficial to the Company and its future development. Therefore, after getting acquainted with all documentation relating to the transaction, as well as after additional consultations with advisors of the Company, the Supervisory Board unanimously adopted a resolution consenting to the agreement with Warburg Pincus.

Legal act:
III 1. Code of Best Practice for WSE Listed Companies.