OREANDA-NEWS. January 05, 2011. Invalda AB hereby informs that an annex was executed to the Agreement dated 18 November 2010 entered into among Invalda AB, the Tiltra Group AB and AB Kauno Tiltai (further – Tiltra Group) and their shareholders and Polish listed railway infrastructure construction market leader Trakcja Polska S. A. and its largest shareholder Comsa Emte (Spain) group regarding merger of activities of Trakcja Polska and Tiltra Group. Invalda AB provided information on this agreement in the material events dated 18 November 2010 and on 1 December 2010.

The parties agreed in this annex that:

- the transaction contemplated in the Agreement will not include the issue to Tiltra Group shareholders by the Trakcja Polska S.A. of 47,160,000 subscription warrants at the issue price of PLN 0.10 (0.03 EUR) giving the right to subscribe for 47,160,000 new shares in the Trakcja Polska group.

- the total amount provided for in the Agreement for the issue of the Trakcja Polska bonds to Tiltra Group shareholders is increased by 4,716,000 PLN (1,179,059 EUR at current EUR/PLN exchange rate 3.9998) to 297,216,000 PLN (74,307,715 EUR).

- the total value of the transaction remains unchanged – 777,536,000 PLN (194,393,720 EUR).

- the ban on disposing of and encumbering Trakcja Polska shares (the lock-up obligation) will cover all the Trakcja Polska S. A. shares to be acquired by the Tiltra Group Shareholders on the transaction closing date (i.e. 72,000,000 shares) and all the Company’s shares held by Comsa S.A. (i.e. 81,065,510 shares); this obligation will be binding on the Tiltra Group Shareholders and Comsa S.A. for one year from the transaction closing date, subject to the exceptions provided for in the Agreement.

The Parties have agreed that completion of the transaction provided for in the Agreement, as amended by annex 1 of 30 November 2010 and annex 2 signed 21 December 2010, will no longer be dependent on fulfillment of the condition precedent involving the Company obtaining a binding statement from a financial institution securing additional financing to be obtained by the Company.

The parties also undertook to discuss in good faith the protection of the interests of the Trakcja Polska S. A. minority shareholders being financial investors within the Trakcja Polska S.A. Supervisory Board.