Regulatory Filings • Jun 26, 2025
Regulatory Filings
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Report Content 9/2025 Disclosure of delayed confidential information regarding theWyborcza sp. z o.o. commencement of negotiations concerning theconclusion of an agreement for the provision of printing servicesRegulatoryfiling
On the basis ofArticle. 17 sec. 1 and 4 of Regulation (EU) No 596/2014 of the EuropeanParliament and of the Council of 16 April 2014 on market abuse(regulation on market abuse) and repealing Directive 2003/6 / EC of theEuropean Parliament and of the Council and Commission directive 2003 /124 / EC, 2003/125 / EC and 2004/72 / EC ("MAR"), the Management Boardof Agora SA ("Agora") ("Management Board") hereby discloses confidentialinformation, that was delayed on January 13, 2025, on the initiation byWyborcza sp. z o.o. - Agora's subsidiary of negotiations concerning theconclusion of an agreement for the provision of printing services("Confidential Information")("Negotiations").Contentsof the delayed Confidential Information:
The ManagementBoard of Agora S.A. with its seat in Warsaw ("Company") hereby informsthat on January 13, 2025, the Company received information concerningthe initiation by Agora's subsidiary - Wyborcza sp. z o.o. with itsregistered seat in Warsaw, of negotiations concerning the conclusion ofan agreement for the provision of printing services.
The commencementof the negotiations described above does not mean that they will endwith the establishment of final conditions or conclusion of thenegotiated agreement.
The company willinform in a separate regulatory filing about the possible finalizationof negotiations, the terms of the agreement and the signing of therelevant documents.
Reasons fordelaying the transfer of Confidential Information to the public:
In the opinion ofthe Management Board, the delay in disclosure of the above ConfidentialInformation met the conditions set out in the MAR and the guidelines ofthe European Securities and Markets Authority (ESMA) regarding the delayin disclosure of confidential information and interactions withprudential supervision of April 13, 2022 ("ESMA Guidelines") at the timeof the decision on delay.
In the ManagementBoard's opinion, the immediate disclosure of Confidential Informationgenerated the risk of a negative impact on the course and outcome of theNegotiations, and the probability of its conclusion.
The above could,in particular, result in obtaining conditions worse than in the case ofkeeping the information confidential, and even the lack of successfulcompletion of the Negotiations in future. In the opinion of theManagement Board, the above premises meet the criteria for thepossibility of infringement of the legally legitimate interest of theissuer specified in point 5.1.10a of the ESMA Guidelines.
Due to theunpredictable outcome of the negotiations, the Management Board decidedthat publication of the Confidential Information to the public couldresult in inappropriate assessment of this information and its potentialimpact on the Company's value by the public.
The Company alsotook and implemented measures necessary to keep Confidential Informationconfidential, until it was made public, in particular by implementing,at the level of the Capital Group of the Company, the internalcirculation and information protection procedure. At the time of thedecision to delay disclosure of the Confidential Information, pursuantto Art. 18 MAR, a list of persons having access to ConfidentialInformation was prepared, which was monitored on an ongoing basis andupdated as necessary.
According to art.17 sec. 4 MAR, immediately after the publication of this report, theCompany will inform the Polish Financial Supervision Authority about thedelay of disclosure of the Confidential Information together with anindication of the fulfillment of the reasons for such delay.
Legal basis: Art.17 sec. 1 and par. 4 of Regulation (EU) No 596/2014 of the EuropeanParliament and of the Council of 16 April 2014 on market abuse(regulation on market abuse) and repealing Directive 2003/6 / EC of theEuropean Parliament and of the Council and Commission Directive 2003/124/ EC, 2003/125 / EC and 2004/72 / EC - confidential information.
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