Bulletin
Netia to acquire TDC Internet Polska S.A.
WARSAW, Poland – April 2, 2003 – Netia Holdings S.A. (“Netia”) (WSE: NET, NET2), Poland's largest alternative provider of fixed-line telecommunications services, today announced that its subsidiary, Netia Swiat S.A. (“Netia Swiat”), agreed on April 2, 2003 to acquire from TDC Internet A/S (“TDC Internet”) 100% of the share capital of TDC Internet Polska S.A. (“TDC IP”), a Polish Internet service provider. TDC IP controls the following seven entities: Polbox Sp. z o.o., Pik Net Sp. z o.o., Publiczny Dostęp do Internetu Sp. z o.o., Multinet S.A., Internet Data Systems S.A., Polska On-Line Holding S.A. and Polska On-Line Sp. z o.o. In particular, Netia Swiat will acquire from TDC Internet: (i) 17,429,432 registered shares of TDC IP, par value PLN 10 per share, constituting 100% of TDC IP’s outstanding share capital (“Existing Shares”) on the closing date; and (ii) 268 newly issued shares of TDC IP, par value PLN 10 per share, in increased share capital of TDC IP (“New Shares”). Netia Swiat will acquire the Existing Shares until April 15, 2003. The transaction is subject to certain customary conditions precedent specified in the purchase agreement. Following the acquisition of the Existing Shares, the New Shares will be acquired by Netia Swiat within 3 days from the registration of TDC IP’s share capital increase by the Polish court. The total price for the acquisition of all shares from TDC IP is EUR 1,000. Netia Swiat will finance the transaction from its own capital. The acquisition will be treated as a long-term investment. TDC IP will change is name and will discontinue use of the “TDC” brand in its commercial activities.
Some of the information contained in this news release contains forward-looking statements. Readers are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those in the forward-looking statements as a result of various factors. For a more detailed description of these risks and factors, please see Netia's filings with the Securities and Exchange Commission, including its Annual Report on Form 20-F filed with the Commission on March 28, 2002, its Current Report on Form 6-K filed with the Commission on April 3, 2002, its Current Reports on Forms 6-K filed with the Commission on May 6, 2002, its Current Report on Form 6-K filed with the Commission on May 7, 2002, its Current Report on Form 6-K filed with the Commission on May 20, 2002, its Current Report on Form 6-K filed with the Commission on May 24, 2002, its Current Report on Form 6-K filed with the Commission on June 28, 2002, its Current Report on Form 6-K filed with the Commission on July 2, 2002, its Current Report on Form 6-K filed with the Commission on July 31, 2002, and its Current Report on Form 6-K filed with the Commission on August 2, 2002, its Current Reports on Form 6-K filed with the Commission on August 6, 2002, its Current Report on Form 6-K filed with the Commission on August 9, 2002, its Current Report on Form 6-K filed with the Commission on August 15, 2002 its Current Report on Form 6-K filed with the Commission on August 16, 2002, its Current Report on Form 6-K filed with the Commission on August 28, 2002, its Current Report on Form 6-K filed with the Commission on August 30, 2002, its Current Report on Form 6-K filed with the Commission on September 16, 2002, its Current Report on Form 6-K filed with the Commission on September 20, 2002, its Current Report on Form 6-K filed with the Commission on September 24, 2002, its Current Report on Form 6-K filed with the Commission on October 1, 2002, its Current Report on Form 6-K filed with the Commission on October 15, 2002, its Current Report on Form 6-K filed with the Commission on October 17, 2002, its Current Report on Form 6-K filed with the Commission on October 22, 2002, its Current Report on Form 6-K filed with the Commission on October 25, 2002, its Current Report on Form 6-K filed with the Commission on November 5, 2002, its Current Report on Form 6-K filed with the Commission on November 5, 2002, its Current Report on Form 6-K filed with the Commission on November 6, 2002, its Current Report on Form 6-K filed with the Commission on November 18, 2002 , its Current Report on Form 6-K filed with the Commission on November 21, 2002, its Current Reports on Form 6-K filed with the Commission on December 3, 2002, its Current Reports on Form 6-K filed with the Commission on December 10, 2002, its Current Report on Form 6-K filed with the Commission on December 23, 2002, its Current Report on Form 6-K filed with the Commission on January 8, 2003, its Current Report on Form 6-K filed with the Commission on January 16, 2003, its Current Report on Form 6-K filed with the Commission on January 29, 2003, its Current Report on Form 6-K filed with the Commission on February 3, 2003, its Current Report on Form 6-K filed with the Commission on February 13, 2003, its Current Report on Form 6-K filed with the Commission on February 14, 2003, its Current Report on Form 6-K filed with the Commission on February 25, 2003, its Current Report on Form 6-K filed with the Commission on March 10, 2003 and its Current Report on Form 6-K filed with the Commission on March 18, 2003. Netia undertakes no obligation to publicly update or revise any forward-looking statements.