Digi Communications N.V.

Regulatory Filings • Mar 15, 2019

To:	The Romanian Financial Supervisory Authority
	Financial Instruments and Investments Sector
	The Bucharest Stock Exchange
	Regulated Spot Market, Category Int'l (Shares)
From	DIGI COMMUNICATIONS N.V.

CURRENT REPORT

pursuant to Law no. 24/2017 on issuers of financial instruments and market operations and to the Romanian Financial Supervisory Authority Regulation no. 5/2018 on issuers of financial instruments and market operations, and the relevant provisions of the Bucharest Stock Exchange Code

Report date:	15 March 2019
Name of the issuing entity:	DIGI COMMUNICATIONS N.V. (the "Company")
Statutory seat:	Amsterdam, The Netherlands
Visiting address:	Bucharest, 75 Dr. N. Staicovici, Forum 2000 Building, th floor, 5th District, Romania Phase I, 4
Phone/Fax number:	+4031.400.65.05/ +4031.400.65.06
Registration number with The Netherlands Chamber of Commerce Business Register and Dutch Legal Entities and Partnerships Identification Number (RSIN):	Registration number with The Netherlands Chamber of Commerce Business Register: 34132532/29.03.2000 RSIN: 808800322
Romanian Tax Registration Code:	RO 37449310
Share Capital:	EUR 6,810,042.52
Number of shares in issue:	100,000,000 (out of which (i) 64,556,028 class A shares with a nominal value of ten eurocents (€ 0.10) each and (ii) 35,443,972 class B shares, with a nominal value of one eurocent (€ 0.01) each)
Number of listed shares:	35,443,972 class B shares
Regulated market on which the issued securities are traded:	Bucharest Stock Exchange, Main Segment, Category Int'l (Shares)

Important events to be reported: Reporting of legal documents concluded by DIGI COMMUNICATIONS N.V. in February 2019 or in other period but effective in February 2019, in accordance with article 82 of Law no. 24/2017 and FSA Regulation no. 5/2018.

I. Reporting of legal documents concluded by DIGI COMMUNICATIONS N.V. in February 2019 under article 82 of Law no. 24/2017

ANNEX 1

No	Beneficiary/ One party to	Supplier/The other party to the	Start Date Initial	End Date Initial	Start Date Addendum	End date Addendum	Object	Total Contract Value		Comments	Payment term	Guarante es	Estimated Receivabl es/Liabilit	Estimated Receivables/L iabilities in	Pena lties	Balance at 28 February 2019
	the contract	contract	Contract	Contract				HCY	Amount in HCY				ies in HCY	RON
0	1	2	3	4	5	6	7	8	9	10	11	12	13	14	15	16
1	Approx. 2,017 employees of the Company's subsidiaries in Romania, as per the Romanian 2017 SOP	DIGI COMMUNICATIONS N.V.	February 2019	N/A	N/A	N/A	Transfer of shares under the Romanian SOP 2017	N/A	N/A	Under these agreements, a total number of approx. 1,076,900 of the Company's treasury class B shares were transferred for no consideration (the vesting process for the remaining employees under this program is ongoing)	N/A	N/A	N/A	N/A	N/A	N/A
2	RCS&RDS S.A.	DIGI COMMUNICATIONS N.V.	12/02/2019	30/09/2023	N/A	N/A	Proceeds Loan-Bonds 2016, as amended and restated at 12.02.2019 according cu the additional Bonds 2019	EUR	203,500,000	Consist of addition of a new loan to the initial one, in the mentioned amount	Interest shall be higher than 5.00% i p.a, to be agreed by the parties on the basis of a transfer pricing analysis provided by the tax	In complian ce with the 2016 Indenture Agreeme nt and the Senior Facility Agreeme nt from 7 October	204,065,934	967,599,030	-	204,065,934

No	Beneficiary/ One party to	Supplier/The other party to the	Start Date Initial	End Date Initial	Start Date Addendum	End date Addendum	Object	Total Contract Value		Comments	Payment term		Estimated Receivabl es/Liabilit	Estimated Receivables/L iabilities in	Pena lties	Balance at 28 February 2019
	the contract	contract	Contract	Contract				HCY	Amount in HCY			es	ies in HCY	RON
											advisers	2016
								EUR		Consists of the				N/A		N/A
				12/02/2019 30/09/2023 21/02/2019		30/09/2023	Errata		553,500,000	rectification of a typo	N/A
							Addendum to			error regarding the
		DIGI					the Amended			aggregate amount of
3	RCS&RDS S.A.	COMMUNICATIONS					and Restated			the both loans,		N/A	N/A		N/A
		N.V.					Proceed Loan			namely the loan from
						dated			26.10.2016 and the
							12.02.2019			additional loan from
										12.02.2019

II. Reporting of legal documents concluded by DIGI COMMUNICATIONS N.V in other period but effective in February 2019 under article 82 of Law no. 24/2017

ANNEX 2

No.	Beneficiary/ One party to the contract	Supplier/Th e other	Start Date Initial	End Date Initial	Start Date Addendum	End date Addendum	Object	Total Contract Value		Comments	Payment term	Guarantees	Estimated Receivables /Liabilities	Estimated Receivables/Li abilities in	Pen alti	Balance at 28 February 2019
		party to the contract	Contract	Contract				HCY	Amount in HCY				in HCY	RON	es
0	1	2	3	4	5	6	7	8	9	10	11	12	13	14	15	16
1	RCS&RDS S.A.	DIGI COMMUNIC ATIONS N.V. (CABLE COMMUNIC ATIONS SYSTEMS N.V.)	26/10/2016	30/09/2023	N/A	N/A	Proceeds Loan Bonds 2016	EUR	350,000,000	-	5.562% interest p.a with quarterly payments through payment order	In compliance with the 2016 Indenture Agreement and the Senior Facility Agreement from 7 October 2016. For details please see Note 14 Interest Bearings Loans and	350,000,000	1,659,560,000	-	350,000,000

No.	Beneficiary/ One party to	Supplier/Th e other	Start Date Initial	End Date Initial	Start Date	End date		Object								Total Contract Value		Comments	Payment term	Guarantees	Estimated Receivables	Estimated Receivables/Li	Pen alti	Balance at 28 February 2019
	the contract	party to the contract	Contract	Contract	Addendum	Addendum		HCY	Amount in HCY				/Liabilities in HCY	abilities in RON	es
												Borrowings (pct XIV) pg F-64/350 from the IPO Prospectus from 26 April 2017.
2	DIGI COMMUNICA TIONS N.V.	Directors	April/May 2017	April/May 2020	N/A	N/A	Management contracts	EUR	100,000	Net amount per year for each director. For details, please see Part 13- Additional Information, Chapter 5 Board of Directors, subchapter 5.7 Remuneration of directors from the IPO Prospectus from 26 April 2017.	Monthly, payment order	-	100,000	474,160	-	100,000
3	RCS&RDS SA	RCS MANAGEME NT SA	N/A	N/A	14/09/2018	09/05/2019	Extension of the credit and interest repayment date related to the Borrowing Contract from 12 May 2017	EUR	5,000,000	Addendum for the extension of the credit and interest repayment date up to 9 May 2019	5.5% p.a interest	-	1,028,158	4,875,115	-	1,028,158
4	RCS&RDS SA	Digi Communicat ions N.V.	17/12/2018	16/12/2019	N/A	N/A	Loan	Euro	10,000,000	-	5.5% p.a interest	-	4,202,240	19,925,341	-	4,202,240

Serghei Bulgac, Chief Executive Officer