Current Report 3/2025

04/02/2025 • 17:51

Conclusion of final agreements for the sale of Shoper S.A. shares

The Management Board of cyber_Folks S.A. [“Company”], with reference to Current Report No. 26/2024 dated 29 November 2024, hereby announces that on 04 February 2025 the Company, as buyer, entered into final agreements for the sale of 14,039,145 [fourteen million thirty-nine thousand one hundred forty-five] shares in Shoper S.A. with its registered office in Kraków [“Shoper”] with “MODHAUS” spółka z ograniczoną odpowiedzialnością [“Modhaus”], K_K Family Foundation [“K_K”], R_E Family Foundation [“R_E”], KFF Holding SCSp [“KFF”] and V4C Poland Plus Fund S.C.A. SICAV FIAR [“V4C”], jointly referred to as the [“Sellers”].

Today the parties entered into block transactions under which:

1) Modhaus sold to the Company 2,289,082 [two million two hundred eighty-nine thousand eighty-two] Shoper shares, representing 8.14% of the share capital and total number of votes in Shoper;

2) K_K sold to the Company 2,289,082 [two million two hundred eighty-nine thousand eighty-two] Shoper shares, representing 8.14% of the share capital and total number of votes in Shoper;

3) R_E sold to the Company 2,289,082 [two million two hundred eighty-nine thousand eighty-two] Shoper shares, representing 8.14% of the share capital and total number of votes in Shoper;

4) KFF sold to the Company 2,289,082 [two million two hundred eighty-nine thousand eighty-two] Shoper shares, representing 8.14% of the share capital and total number of votes in Shoper;

5) V4C sold to the Company 4,882,817 [four million eight hundred eighty-two thousand eight hundred seventeen] Shoper shares, representing 17.36% of the share capital and total number of votes in Shoper.

– the Shoper shares sold by the Sellers are hereinafter referred to as the [“Shares Sold”].

The sale price of the Shares Sold was uniform and amounted to PLN 39 [thirty-nine zlotys] per Share Sold. The total sale price of the Shares Sold amounted to PLN 547,526,655 [five hundred forty-seven million five hundred twenty-six thousand six hundred fifty-five zlotys].

Settlement of the block transactions will take place on 05 February 2025.