Ciech S.A.

M&A Activity • Mar 9, 2023

Textof the report:

Withreference to Current Report No.5/2023ofFebruary 13, 2023, regarding the disclosure of delayed insideinformation on the provision to KI Chemistry S._#225; r.l.headquarteredin Luxembourg (the _quot;Shareholder_quot;) and its advisorsinformation on the condition of the Company and its capital group andthe conclusion of a non-disclosure agreement in connection with aShareholder's notice of intention to announce a tender offer for sharesof the Company, the Management Board of Ciech S.A. with its registeredoffice in Warsaw (the "Company" or "Issuer") informs that on March 9,2023, it became aware of the announcement by the Shareholder of a tenderoffer for shares of the Company (the "Tender Offer").

TheTender Offer was announced in connection with the Shareholder'sintention to purchase 25.747.857_#160;sharesof the Issuer with a nominal value of PLN 5,00 each, representing intotal approx. 48,86% of the Company's share capital, and thus increaseits shareholding in the share capital of the Company to 100%. The sharescovered by the Tender Offer will be purchased at the price of PLN 49,00per share.

TheTender Offer was announced pursuant to article 72a section 1 of the Acton Public Offering, Conditions Governing the Introduction of FinancialInstruments to Organized Trading, and Public Companies, dated July 29,2005 (consolidated text, Journal of Laws of 2022, item 2554) (the_quot;Public Offering Act_quot;), and in and in accordance with the Regulation ofthe Minister of Finance of 23 May 2022 on the model tender offers tosubscribe for the sale or exchange of shares in a public company, themanner and procedure for submitting and accepting subscriptions underthe tender offer and permissible types of security (Journal of Laws2022, item 1134).

Subscriptionsfor shares under the Tender Offer will be accepted from March 10, 2023to April 12, 2023. The expected date of settlement of the share purchasetransaction in the Tender Offer is April 19, 2023.

Legalbasis:

Article17.1 of the Regulation of the European Parliament and of the Council(EU) No. 596/2014 on market abuse (market abuse regulation) andrepealing Directive 2003/6/EC of the European Parliament and of theCouncil and Commission Directives 2003/124/EC, 2003/125/EC and2004/72/EC (Official Journal of the European Union of 2014, L 173/1, asamended).