The price for stock in the public offering by Kernel Holding S.A., the leading Ukrainian producer of sunflower oil and grain exporter, has been set at PLN 24 per share. The price for stock in the public offering by Kernel Holding S.A., the leading Ukrainian producer of sunflower oil and grain exporter, has been set at PLN 24 per share. In the offering 22.76 million shares have been allotted to investors, of which 16.67 million are newly issued shares. Kernel will raise more than PLN 400 million gross (excluding the costs of conducting the issue) from the issue of new stock (16.67 million shares), or the equivalent of USD 160 million (the company’s upper expectations of proceeds from the issue). The proceeds will be used to implement the investment plan, which calls for construction of a new multi-seed crushing plant in Ukraine, increased production capacity, and acquisition of a port warehouse and transshipment facility, among other investments. “By issuing 16.7 million shares, we will raise about USD 160 million from the stock issue for investments – the maximum expected level of proceeds to implement our strategy” said Andrey Verevskyy, Chairman of the Board of Directors of Kernel Holding. “We thus regard the offering as a complete success.” “We have held over 100 meetings with investors over the last two weeks, from Poland and other European countries,” the Chairman added. “Our offering was met with a great amount of interest. On the one hand, investors value Kernel Group’s dynamic growth in recent years, its strong market position and solid financial results. On the other hand, they also perceive great potential for growth of our company. The global market for sunflower oil and grain trading is growing rapidly, and Ukraine plays an increasingly important role on the international market.” Kernel intends to use the proceeds from the issue of shares for: construction of a multiseed crushing plant in Ukraine (e.g. sunflower, rapeseed and soy) with a crushing capacity of 510,000 tonnes per year; acquisition of port storage and trans-shipment facilities for agricultural commodities exported from Ukraine; capacity increase of existing multiseed crushing plants during 2008-2010; growth of the company’s “land bank” in Ukraine (increasing leased land by 50,000 hectares, from the 30,000 hectares currently leased); repayment of bridge financing raised to fund the acquisition of the “Chumak Zolota” and “Chumak Domashnya” bottled oil brands in July 2007; increase of working capital. In the offering, investors were allotted 22,766,755 shares, of which 16,671,000 are newly issued shares. Kernel Holding S.A. – about the Company Kernel Holding SA (“Kernel”, “Company”, “Group”) is an integrated bottled oil and agribusiness Group operating from the farm downto the final consumer. Kernel owns and operates oilseed crushing, oil refining and bottling facilities as well as an extensive network of grain silos in Ukraine. The Company is the largest producer and marketer of bottled oil in Ukraine and one of the largest exporters of grain and crude oil in the country. The company supplies consumers with bottle oil under its brand names, international trading houses and industrial companies with crude sunflower oil in bulk and a wide range of agricultural commodities, and finally feed compounders with animal protein meal. Thanks to dynamic growth, organically and by consolidation of the sector, Kernel is: the largest producer and marketer of bottled oil in Ukraine with 74 million litres of bottled oil sold in the year to June 2007, and an estimated domestic market share of 35%; the second largest oilseed crusher in Ukraine with a crushing capacity of 730,000 tons of sunflower seed per year , and processing about 15% of total sunflower seeds harvested in Ukraine; the third largest exporter of bulk sunflower oil in Ukraine with 200,000 tons exported over the financial year to 30 June, 2007, equivalent to 11% of total sunflower oil export from Ukraine; among the top 10 originators and exporters of grain produced in Ukraine (550,000 tons of grain exported in the year to June 2007) and the largest private grain silo network in Ukraine, with 25 grain silos and an aggregate storage capacity of 1.7 million tons. Almost 70% of Kernel’s revenues come from export which is related to the strengthening position of Ukraine as the largest exporter of sunflower oil in the world and the role of “the breadbasket of Europe.” Worldwide demand for vegetable oils is growing rapidly (38% since the 2000/2001 season), which results both from population growth, improved standard of living and dietary habits, as well as growth in the biofuels industry. The Ukrainian vegetable oil market also has great growth potential (sunflower is a staple commodity in this part of Europe); within 4 to 5 years annual consumption is expected to grow from about 13-15 liters per capita to about 21 liters (by way of comparison, EU consumption is about 26 liters per capita.). Kernel’s strategy is focused on growth in production of edible oils and agribusiness. The investment plans call for, among other things, further increase in production capacity of existing crushing plants, construction of a new crushing plant for processing of various types of oilseeds (such as sunflower, rapeseed and soy), as well as increased throughput of existing silos and logistical capabilities for grain supplies. At the same time, Kernel is seeking new growth prospects through acquisition (both in Ukraine and abroad). In financial year 2006/2007 (ended 30 June 2007) the Kernel Group achieved revenues of USD 350 million, EBITDA of USD 46.4 million, and net profit of USD 19.5 million. For more information please contact: Piotr Wojtaszek NBS Public Relations Tel. (+48) 22 826 74 18 / (+48) 0606 580 312 [email protected] This publication is for promotional purposes only and in no case should be relied on as a basis for an investment decision regarding purchase or subscription of securties issued by Kernel Holding S.A. (the “Company”). This publication does not constitute an offer or solicitation to purchase or subscribe for any shares in the Company. For the purposes of the public offering of the Company’s shares in Poland (“Offering”) and their admission to listing on the Warsaw Stock Exchange (the “GPW”), the Company has prepared a prospectus (the “Prospectus”) which was approved on 25 October 2007 by the Commission de Surveillance du Secteur Financier, the capital markets authority in Luxembourg. On 26 October 2007 the Company was informed by Komisja Nadzoru Finansowego (“KNF”), the Polish capital markets authority, that KNF received from the CSSF a certificate of approval of this Prospectus, for the purpose of authorising the Offering to the public in Poland. The Prospectus, made in English language, is the sole legally binding document containing information on the Company, its Offering in Poland and admission to of its shares to listing on the WSE. The Prospectus was published on 31 October 2007 and is available on the websites of: the Company (www.kernel.ua), ING Securities S.A (www.ingsecurities.pl) and GPW (www.gpw.com.pl). The Company has prepared Polish translation of the Prospectus which is available in electronic form on the above mentioned websites and in printed form at customer service points of ING Securities S.A., order placement points operated by DM Polonia Net S.A. and BM Nordea Bank, at customer service points of Centralny Dom Maklerski Pekao S.A. and of Biuro Maklerskie Banku BPH S.A. The original English version of the Prospectus is the sole official version of the Prospectus. Polish translation of the Prospectus has been provided for convenience of investors only and does not constitute a legally binding document. It should be noted that this material includes certain forward-looking statements regarding future events or results. Although such statements are believed by the Company to be fair projections, the Company makes no representation that such events will actually occur or that they occur when expected, especially due to reasons which are beyond the Company’s control. The distribution of this document in other jurisdictions may be restricted by law, and persons into whose possession this document comes should inform themselves about, and observe, any such restrictions. Any failure to comply with these restrictions may constitute a violation of applicable securities laws. In particular, neither this document nor any part or copy of it may be taken or transmitted into the United States (“US”) or distributed, directly or indirectly, in the US or to US persons (as defined in Regulation S). The Company’s shares have not been and will not be registered under the US Securities Act of 1933 (the “Securities Act”) and may not be offered or sold in the US or to US persons except pursuant to an exemption from, or transaction not subject to, the registration requirements of the Securities Act.