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Čakovečki mlinovi d.d.

Related Party Transaction May 28, 2025

2114_iss_2025-05-28_7c907bc9-eba7-4b87-a30b-9899820c4abe.pdf

Related Party Transaction

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Issuer: Čakovečki mlinovi, Inc., Čakovec, Mlinska ulica 1 Type of information: Regulated (ad hoc) information Unique identifier (LEI): 7478000050QHZTAWQ134 Issuer's member state: Croatia ISIN: HRCKMLRA0008 Ticker CKML-R-A Regulated marked segment: Official Market of the Zagreb Stock Exchange *** ISIN: HRCKMLRB0007 Share Ticker: CKML-R-B

Not Listed on the Official Market of the Zagreb Stock Exchange

Zagreb Stock Exchange Inc. Croatian Financial Services Supervision Agency (HANFA) Official Register of Prescribed Information (SRPI) Croatian News Agency (HINA-OTS service) The Company's website

Subject: -Notice on Agreements Concluded Between the Issuer and Affiliated Companies and Among Affiliated Companies

The issuer, Čakovečki mlinovi Inc., Čakovec, Mlinska ulica 1, PIN: 20262622069, registered in the Court Register of the Commercial Court in Varaždin, registration number (MBS): 070004250, hereby announces that on 22 May 2025, agreements were concluded between the Issuer and affiliated companies, as well as among affiliated companies, as follows:

➢ Agreement on Division and Acquisition concluded between NewMip Ltd., Sisak, Ulica kralja Zvonimira 24, PIN: 22916544397, registered in the Court Register of the Commercial Court in Zagreb, MBS: 081489068 (divided company), and the Issuer (acquiring company), under which the milling business unit is separated from NewMip Ltd. and acquired by the Issuer as the acquiring company.

NewMip Ltd. (divided company)

A company 100% owned by the Issuer. In 2024, the company achieved total revenues of EUR 141,294,074 based on total assets amounting to EUR 36,952,058 and employed an average of 1,635 workers.

Čakovečki mlinovi Inc. (Issuer; acquiring company)

The company's ownership structure includes legal entities, such as corporations and funds, as well as natural persons – private investors. In 2024, the Issuer achieved total revenues of EUR 35,882,390 based on total assets amounting to EUR 39,205,653 and employed an average of 207 workers.

➢ Agreement on the Transfer of the Bakery Business Unit concluded between the Issuer (transferring company) and ZAGREBAČKE PEKARNE KLARA Inc., Zagreb, Utinjska ulica 48, PIN: 76842508189, registered in the Court Register of the Commercial Court in Zagreb, MBS: 080015097 (acquiring company).This

agreement records an increase in the share capital of ZAGREBAČKE PEKARNE KLARA Inc. and the issuance of new shares of ZAGREBAČKE PEKARNE KLARA Inc, with the exclusion of pre-emption rights of the other shareholders of ZAGREBAČKE PEKARNE KLARA Inc.

ZAGREBAČKE PEKARNE KLARA Inc. (acquiring company)

A company 89.53% owned by the Issuer. In 2024, the company achieved total revenues of EUR 37,489,749 based on total assets amounting to EUR 33,262,583 and employed an average of 481 workers.

  • ➢ Agreement on Division and Acquisition concluded between NewMip Ltd., Sisak (divided company), and ZAGREBAČKE PEKARNE KLARA Inc., Zagreb (acquiring company), under which the bakery business unit is separated from NewMip Ltd. and acquired by ZAGREBAČKE PEKARNE KLARA Inc. as the acquiring company, with an increase in share capital and issuance of new shares of ZAGREBAČKE PEKARNE KLARA Inc., to be acquired by the Issuer, and with the exclusion of pre-emption rights of the other shareholders of ZAGREBAČKE PEKARNE KLARA Inc.
  • ➢ Merger Agreement concluded between Prehrana Trgovina Inc., Zagreb, Utinjska ulica 48, PIN: 04402117922, registered in the Court Register of the Commercial Court in Zagreb, MBS: 080109254 (merging company), and Trgovina Krk Inc, Malinska, Dubašljanska 80, PIN: 66548420466, registered in the Court Register of the Commercial Court in Rijeka, MBS: 040046840 (acquiring company), with an increase in the share capital of Trgovina Krk Inc. and the issuance of new shares to ZAGREBAČKE PEKARNE KLARA Inc. and minority shareholders of Prehrana Trgovina Inc.

Prehrana Trgovina Inc. (merging company)

A company 92.9% owned by ZAGREBAČKE PEKARNE KLARA Inc. In 2024, the company achieved total revenues of EUR 45,169,059 based on total assets amounting to EUR 12,851,846 and employed an average of 291 workers.

Trgovina Krk Inc. (acquiring company)

A company 100% owned by the Issuer. In 2024, the company achieved total revenues of EUR 183,795,850 based on total assets amounting to EUR 81,224,711 and employed an average of 1,980 workers.

Given the legal nature of the concluded agreements, further actions of the Issuer's Management Board and the management of the affiliated companies will be carried out within the framework prescribed by the Companies Act and other applicable regulations.

In Čakovec, 22 May 2025

Čakovečki mlinovi Inc.

Source reference:

Čakovečki mlinovi Inc., Mlinska ulica 1, 40000 Čakovec Tel. information: +385 99 313 9520 e-mail: [email protected] web: www.cak-mlinovi.hr

ČAKOVEČKI MLINOVI

A public limited company for the production and trade of food products.

Registered with the Commercial Court in Varaždin under No. Tt-95/482-2 ・ reg. No (MB): 3108414 ・ PlN: 202622069 Mlinska ulica 1, 4000 Čakovec, Croatia, tel: + 385 40 375 555 / 375 552, email: [email protected], www.cak-mlinovi.hr

Privredna banka Zagreb d.d., Zagreb

Erste&Steiermärkische Bank d.d., Rijeka

Share capital: EUR 21,262,193.93, fully paid, divided into 16,020,000 registered dematerialized ordinal value. Chairman of the Management Board: Mario Sedlaček • Members of the Maternik, Marjan Sršen, Franjo Plotinec Chairman of the Supervisory Board: Damir Metelko

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