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Separating the ATM Systemy Informatyczne (ATM IT Systems) company

Two days ago, on the 24th of March, the Management Board of ATM S.A. decided to launch the process of separating its telecommunications systems integration operations to a subsidiary company, as communicated in the current report 9/2009. Today, the press have revealed a number of comments regarding the decisions and intentions of ATM. The Management Board of ATM S.A. finds some of these comments far-reaching and, consequently, intends to present its position to the public.

Current decisions should be first of all seen in the context of the development path that our company has pursued so far. Since the very beginning of its operations, ATM has been combining the competences of an ICT system integrator and a telecommunications operator. For many years, the company has also been active in another area — development of proprietary software. The two first areas bring a vast majority of revenues and profits for the company. ATM has successfully built its market position based on synergy effects between these two areas.

Obviously, every area of operations has its particular characteristics. Providing telecommunications services requires major investments in fiber optic networks, national broadband networks, and data centers, but it brings predictable, recurring revenues. An IT company does not require such vast investments, but it is more exposed to changing demand for its services. Each of these operations requires a different organizational support and different internal systems. Because of their dynamic development, negative effects of conducting such diverse operations within one company have begun to grow. We believe that the time has come to separate these operations.

The last three years have been a period of development of the capital group, which is composed of companies expanding ATM's offering with complementary products and markets. ATM’s Management Board came to the conclusion that the development level achieved by the parent company itself, as well as the development of the cooperation between companies within the group, provides solid foundations for conducting future operations based on new principles. These principles primarily assume ensuring greater operational independence for individual business areas. In the opinion of the Management Board, this will result in a transparent business structure and will facilitate optimizing management and reducing costs. In addition, organizational separation will open many new opportunities for the development of individual companies. It will also be possible for the companies to join forces with other members of the ATM Group, as well as cooperate (including in investments) with external companies — operating both in integration and telecommunications markets. Creating such opportunities does not however imply any decisions about specific scenarios for joint operations of companies within the group, or in cooperation with external companies. Each such opportunity will be carefully analyzed, and may lead, especially when the economic climate recovers, to beneficial alliances helping the companies strengthen their market position.

It should be emphasized that the new company is 100 percent owned by ATM S.A., so the separation will have no major impact on the consolidated results of the Group. The HQ and contact data will also remain unchanged. ATM guarantees to its business partners that all obligations will be kept and service continuity will be ensured. Some contracts, if all parties grant their approval, may be gradually migrated to the new company.

An additional, yet very important, effect of dividing operations will be more efficient cooperation with commercial partners and a stronger position in relation to many key customers. Separating the operations of ATM SI will enable the company to better cooperate with, amongst others, telecommunications operators, which so far have, understandably, seen parts of ATM S.A. operations as competitive activities.

It is worth emphasizing that today, the Management Board has received numerous comments showing understanding for the intentions involved in the separation, and highlighting the value of increased organizational transparency of ATM S.A.

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