| POLISH FINANCIAL SUPERVISION AUTHORITY | |||||||||||
| UNI - EN REPORT No | 5 | / | 2023 | ||||||||
| Date of issue: | 2023-02-01 | ||||||||||
| Short name of the issuer | |||||||||||
| PHOTON ENERGY N.V. | |||||||||||
| Subject | |||||||||||
| Photon Energy Group Completes the Acquisition Process of Lerta | |||||||||||
| Official market - legal basis | |||||||||||
| art. 17. 1 MAR. | |||||||||||
| Unofficial market - legal basis | |||||||||||
| Contents of the report: | |||||||||||
| With reference to the investment agreement signed on 20 December 2022 with the founders of Lerta S.A., which was reported in the ESPI Report 61/2022, and acting based on a General Meeting authorization from 31 May 2021, the Management Board of the Company decided on 1 February 2023 to issue 1,238,521 new shares with a nominal value of EUR 0.01 each. Pursuant to the issuance of the new shares on 1 February 2023, the share capital of the Company has increased from EUR 600,000.00 to EUR 612,385.21. The new shares were issued against a contribution in-kind consisting of 2,477,042 shares in Lerta S.A., in line with the above-mentioned investment agreement. Pursuant to Dutch law, there are no pre-emptive rights of existing shareholders of the Company with respect to the issuance of new shares against a non-cash contribution. With this step the acquisition process of Lerta S.A. is completed and Photon Energy has become holder of 100% of the share capital of Lerta S.A. The Management Board also resolved that the newly issued shares shall be included in the collective deposit as mentioned in Section 12 of the Dutch Giro Securities Act, and intends to undertake all necessary actions to register these new shares with the Czech and Polish depositaries acting as secondary depositaries for the Company’s shares, and undertake all actions that are necessary to apply for the listing and admission to trading of these new shares on the Prague and Warsaw Stock Exchanges and in the Open Market of the Frankfurt Stock Exchange. | |||||||||||
| Annexes | |||||||||||
| File | Description | ||||||||||
| PHOTON ENERGY N.V. | |||||||||||||
| (fullname of the issuer) | |||||||||||||
| PHOTON ENERGY N.V. | Energetyka (ene) | ||||||||||||
| (short name of the issuer) | (sector according to clasification of the WSE in Warsow) | ||||||||||||
| 1083 HN | Amsterdam | ||||||||||||
| (post code) | (city) | ||||||||||||
| Barbara Strozzilaan | 201 | ||||||||||||
| (street) | (number) | ||||||||||||
| +31 20 240 2570 | +31 20 240 2598 | ||||||||||||
| (phone number) | (fax) | ||||||||||||
| (e-mail) | (web site) | ||||||||||||
| 8500.20.827 | |||||||||||||
| (NIP) | (REGON) | ||||||||||||
| SIGNATURE OF PERSONS REPRESENTING THE COMPANY | |||||
| Date | Name | Position / Function | Signature | ||
| 2023-02-01 | Georg Hotar and Michael Gartner | Directors | |||
