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Digi Communications N.V.

Capital/Financing Update Feb 5, 2018

6226_iss_2018-02-02_ff702bdd-da35-445a-9d40-3f2a1a7cdf59.pdf

Capital/Financing Update

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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 National Securities Commission Regulation no. 1/2006 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: 2
February
2018
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 6,918,042.52
Number of shares in issue: 100,000,000 (out of which (i) 65,756,028 class A shares
with a nominal value of ten eurocents (€ 0.10) each and
(ii) 34,243,972 class B shares, with a nominal value of one
eurocent (€ 0.01) each)
Number of listed shares: 34,243,972 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: Facility concluded between the Digi Group and a syndicate of banks partially refinancing the short-term loan from October 2017 (the 2017 Bridge Loan)

The Company would like to inform its investors and the market that, on 1 February 2018, RCS & RDS S.A. (the Company's subsidiary in Romania – "RCS&RDS"), DIGI Távközlési és Szolgáltató Korlátolt Felelősségű Társaság (RCS & RDS S.A.'s subsidiary in Hungary – "Digi Kft."), as the borrowers, the Company, as a guarantor, Citibank N.A., London Branch and ING Bank N.V. as the arrangers, ING Bank N.V. as the facility agent, and several other financial institutions as the lenders have concluded a syindicated loan providing for three facilities in HUF, RON and EURO currencies (the "2018 Syndicated Facility").

The 2018 Syndicated Facility is a medium-term loan agreement that partially refinances the 2017 Bridge Loan (for more details regarding the 2017 Bridge Loan, which was concluded in October 2017 as a short-term loan agreement, see for reference the current report issued by the Company to its investors and the market on 16 October 2017). The 2018 Syndicated Facility replaces the 2017 Bridge Loan for a corresponding value of approximately EUR 163,000,000 equivalent.

The 2018 Syndicated Facility is meant to be used by the Company and its subsidiaries for the same purposes as anticipated by the Company in October 2017. Part of the proceeds will be used for the financing of the acquisition by Digi Kft. of the Hungarian telecommunications operator Invitel Tavkozlesi Zrt. (with respect to the terms of which we have informed our investors and the market on 21 July 2017). The remainder is intended to be used for general corporate purposes and/or capital expenditures.

The 2018 Syndicated Facility has a maturity of 5 years. The interest rate is of 2.65% per annum plus the relevant applicable interbank offered rates.

Serghei Bulgac

Chief Executive Officer

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