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Digi Communications N.V.

Regulatory Filings Jul 29, 2025

6226_iss_2025-07-28_2a098e64-5d5b-4c46-a20d-08891a46f55f.pdf

Regulatory Filings

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To: The Romanian Financial Supervisory Authority
Financial Instruments and Investments Sector
The Bucharest Stock Exchange
Regulated Spot Market, Category Int'l (Shares)
From DIGI COMMUNICATIONS N.V.

CURRENT REPORT

pursuant to Law no. 24/2007 on issuers of financial instruments and market operations and to the Romanian Financial Supervisory Authority Regulation no. 5/2018 on issuers and operations with securities, as subsequently amended and supplemented and the provisions of Article 99 of the Bucharest Stock Exchange Code, Title II, Issuers and Financial Instruments

Report date: 28
July
2025
Name of the issuing entity: DIGI COMMUNICATIONS N.V.
(the "Company")
Statutory seat: Amsterdam, The Netherlands
Visiting address: Bucharest, 75 Dr. N. Staicovici, Forum 2000 Building,
th floor, 5th District, Romania
Phase I, 4
Phone/Fax number: +4031.400.65.05/ +4031.400.65.06
Registration
number
with
The
Netherlands Chamber of Commerce
Business Register and Dutch Legal
Entities
and
Partnerships
Identification Number (RSIN):
Registration number with The Netherlands Chamber of
Commerce Business Register: 34132532/29.03.2000
RSIN: 808800322
Romanian Tax Registration Code: RO 37449310
Share Capital: EUR 6,810,042.52
Number of shares in issue: 100,000,000 (out of which (i) 64,556,028 class A shares
with a nominal value of ten eurocents (€ 0.10) each and
(ii) 35,443,972 class B shares, with a nominal value of one
eurocent (€ 0.01) each)
Number of listed shares: 35,443,972
class B shares
Regulated market on which the issued
securities are traded:
Bucharest Stock Exchange, Main Segment, Category
Int'l
(Shares)

Important events to be reported: The Competition Council approves the acquisition of the assets and of the shares of Telekom Romania Mobile Communications by DIGI Romania and Vodafone Romania

On October 31, 2024, the Company announced the market that a Memorandum had been concluded between DIGI Romania S.A. ("DIGI"), Hellenic Telecommunications Organization S.A. ("OTE"), and Vodafone Romania S.A. ("Vodafone"), whereby DIGI was to acquire certain assets from Telekom Romania Mobile Communications S.A. ("TKRM") and Vodafone was to acquire the shares held by OTE in TKRM, subject to the fulfillment of several conditions (the "Transaction"), including obtaining the approval of the competition authority (https://www.bvb.ro/FinancialInstruments/SelectedData/NewsItem/DIGI-Memorandum-incheiat-de-Digi-Romania/5144E ).

The Competition Council has issued its approval, subject to certain commitments undertaken by DIGI and Vodafone. The commitments undertaken by DIGI mainly include: the full integration and use of the spectrum, as well as the pre-paid activity taken over from TKRM, investments aimed to increase the internet speed, especially in relation to public roads and highways and ensure enhanced access in specific zones, as well as updating the MVNO offer available for the following period.

The approval by the Competition Council follows the approval by the Commission for Review of Foreign Direct Investments ("CEISD") which had previously also approved the Transaction.

Digi Romania welcomes these developments and would like to thank the Competition Council, the CEISD and ANCOM for their cooperation and their efforts in analyzing this complex Transaction. The Transaction remains subject to agreement over final terms as well as approval by ANCOM of certain matters.

The Company will continue to inform the market and the investors as relevant developments occur.

For additional information, please contact us at [email protected].

Serghei Bulgac Chief Executive Officer

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