Novabase SGPS

M&A Activity • May 11, 2020

Privileged information

Information on adjustments to consideration in relation to the sale of the Government, Transport and Energy business to Vinci Energies

Lisbon, 11 May 2020

Novabase, Sociedade Gestora de Participações Sociais, S.A. ("Novabase"), a publicly held company, hereby discloses to the market, under the terms and for the purposes of article 248.º of the Portuguese Securities Code, and following from its announcements to the market on 4 November 2019, 7 November 2019 and 9 January 2020, in relation to the celebration and completion of the sale, together with its indirect subsidiary Novabase Consulting SGPS, S.A., to VINCI Energies Portugal, S.A., of the "Application and Data Analytics" business for the Government, Transport and Energy sectors ("GTE Business"), that the parties have today confirmed a net adjustment to the price initially paid by the purchaser and the verification of the earn-out which was dependent upon the final performance of the GTE Business in the financial year of 2019.

As such, the consideration obtained by Novabase after these events is now 39.252M€ (thirty-nine million, two hundred and fifty-two thousand euros), corresponding to the sum of the price initially agreed with the purchaser of 33M€ (thirty-three million euros), today's net adjustment and the earn-out of 3M€ (three million euros).

Therefore, Novabase may now also specify the estimated capital gain/loss previously disclosed in this respect, which is now 14.9M€ (fourteen million, nine hundred thousand euros). However, under the terms of the share sale and purchase agreement entered into by the parties, some additional adjustments to the purchase price may still occur until the ninth month after the date of completion of the sale. Thus, this figure is still an estimate and does not convey a definitive figure. Novabase will provide additional information in this respect if and when any

such adjustments materialise and so justify it, bearing in mind that the difference between the final capital gain/loss and the capital gain/loss registered in Novabase's financial statements as at 31 December, in the amount of 11.956M€ (eleven million, nine hundred and fifty-six thousand euros), will be registered in the respective financial statements of 2020.

Finally, as mentioned in the announcement of 4 November 2019, the major relevance of the transaction to Novabase was on the freeing up of resources with it obtained for the purposes of the Strategic Update 2019+ announced to the market on 25 July 2019.