Benefit Systems S.A.

M&A Activity • Apr 13, 2023

Acquisition of Saturn Fitness Group sp. z o.o.

Management Board of Benefit Systems S.A. with its registered seat inWarsaw (the _quot;Issuer_quot;) hereby announces that on April 13, 2023, theIssuer, as the buyer, concluded with, inter alia, Ms. Katarzyna BeataSzafron, as the seller (the "Seller") - shareholder of Saturn FitnessGroup sp. z.o.o. with its registered seat in Warsaw (_quot;Saturn FitnessGroup_quot;), agreement for the sale of shares in the share capital of SaturnFitness Group (_quot;Agreement_quot;). The Seller is not related to the members ofthe Issuer's governing bodies.

Under the Agreement the Issuer acquired shares representing 100% of theshare capital of the Saturn Fitness Group (the "Shares").

The total valuation of the transaction amounts to PLN 27.6 million. Theamount consists of the selling price for the Shares and Saturn FitnessGroup cash liabilities amount, resulting from an acquisition by theSaturn Fitness Group of organized parts of the enterprises of SaturnInvestment Katarzyna Szafron sp. j., Saturn Fitness sp. z o.o. andSaturn Fitness Plus sp. z o.o. companies in the form of inter alia 6fitness clubs (located in Gdynia, Warsaw, Kraków, Chorzów, GorzówWielkopolski and Łódź) before the conclusion of the Agreement.

The selling price for the Shares could be increased by PLN 1.1 millionon the terms and conditions set in the provisions of the Agreement,inter alia achieving by the Saturn Fitness Group revenue level set inthe provisions of the Agreement.

The Agreement also specifies other obligations of the parties to theAgreement not deviating from the applicable standards for this type ofagreement.