XTPL S.A.

M&A Activity • May 8, 2025

Report Content Title:Entering into non-exclusivity distribution agreement interritories of China and Taiwan.

Legal basis:Article 17 (1) MAR - confidential informationContentof the Report:The Management Board of XTPL S.A. ["Issuer","Company", "XTPL"] announces that on May 8, 2025, an non-exclusivedistribution agreement for the Issuer's technology solutions["Agreement"] was signed between the Issuer and Dong Rong Electronics,headquartered in Hong Kong ["DRE", "Distributor"].

Under the terms of the signed agreement, the Distributor will promoteand sell XTPL's technology solutions to customers located in China andTaiwan. XTPL's products will be marketed across key industries,including semiconductors, advanced packaging, and flat panel displaymanufacturing. As part of the promotional strategy, XTPL's solutionswill be showcased at industry events and conferences, and throughcollaboration with local universities and research _ development centers.

Dong Rong Electronics (DRE) is well-positioned for effectivecollaboration, with offices in Hong Kong, Taipei, Shenzhen, and Suzhou.This geographic presence enhances the company's ability to support awide range of business opportunities. In addition, DRE offers strongtechnical support, backed by the high level of expertise within itsTechnical Department.

The partnership with DRE significantly enhances XTPL's growth potentialin the Chinese market. DRE plans to establish a dedicated sales divisionfocused exclusively on XTPL's products, further strengthening thecooperation and market development efforts.

The Issuer's Management Board considered the fact that the DistributionAgreement in question was concluded to be confidential information, asits implementation may have a significant impact on the Issuer's futurerevenue situation, the popularization of the Company's technologicalsolutions, as well as the prospect of investors' perception of theIssuer.

In view of the above, in the opinion of the Management Board, theinformation on the conclusion of the Agreement meets the criteriaindicated in Article 7(1) of the MAR Regulation.