Conclusion of a conditional agreement regarding the acquisition of 10% of the share capital of eobuwie.pl S.A.

In connection with current report no. 4/2021 dated 11 March 2021 the Management Board of Cyfrowy Polsat S.A. (the “Company”, “Cyfrowy Polsat”) hereby informs that following the negotiations conducted with CCC Shoes & Bags sp. z o.o. (the “Seller”), a subsidiary of CCC S.A., concerning the potential acquisition of a 10% block of shares of the company eobuwie.pl S.A., in which the Seller holds directly 74.99% of the share capital (“eobuwie.pl”) and the completion of the due diligence of eobuwie.pl, on 31 March 2021 the Management Board of the Company decided to acquire 10% of the share capital of eobuwie.pl within the scope of a pre-IPO investment for a consideration of PLN 500 million (the “Investment”). Moreover, on 31 March 2021 the Supervisory Board of the Company gave its consent for the Investment.

In connection with the above on 31 March 2021 the Company signed with the Seller a preliminary agreement for the sale of shares of eobuwie.pl (the “Share Sale Agreement”) and with the Seller and another investor a shareholders’ agreement regulating, among others, the future corporate governance principles of eobuwie.pl. 

The Share Sale Agreement is a conditional agreement. In particular, the Seller is obligated to obtain relevant consents of banks financing the operating activities of entities from the Seller’s capital group as well as the consent of the general shareholders meeting of eobuwie.pl for the sale of shares in eobuwie.pl (the “Conditions Precedent”).

The Company anticipates that the settlement of the Investment will take place following the fulfillment of the Conditions Precedent by 30 April 2021, with the possibility to extend this deadline by the Seller in a manner determined in the Share Sale Agreement.