Hili Properties Plc

Related Party Transaction • Nov 5, 2024

COMPANY ANNOUNCEMENT

The following is a Company Announcement issued by Hili Properties p.l.c. (the "Company") pursuant to the Capital Markets Rules issued by the Malta Financial Services Authority in accordance with the provisions of the Financial Markets Act (Chapter 345 of the Laws of Malta), as amended from time to time.

QUOTE

The Company announces that is has concluded two share transfer agreements with one of its subsidiaries, Hili Properties B.V.1 (the 'Seller'), for the acquisition of the entire shareholding (the 'SPAs') in

• Premier Assets S.R.L.2 (i.e. 395,520 shares with a nominal value of RON 10 each) as well as
• Hili Premier Estates Romania S.R.L.3 the entire shareholding (i.e. 4,801,180 shares with a nominal value of RON 10 each) in

This intra-group transfer forms part of a re-structuring process within the Hili Properties group, designed to optimize financial operations.

Following the execution of the SPAs, the process required for the registration of the transfer of shares in Premier Assets S.R.L. and Hili Premier Estates Romana S.R.L. will be completed as soon as possible.

According to the SPAs, the consideration to be paid by the Company amounts to €6,420,751.96 (six million four hundred and twenty thousand seven hundred and fifty-one Euro and 96 cents) and €16,258,024.96 (sixteen million two hundred and fifty-eight thousand and twenty-four Euro and 96 cents) respectively. The overall terms of the SPAs are considered customary for a transaction of this size and nature.

UNQUOTE

BY ORDER OF THE BOARD

Adrian Mercieca Company Secretary November 5, 2024

¹ A company registered under the laws of the Netherlands under company registration number 50535145 having its registered office situated at Herikerbergweg 88, 1101 CM Amsterdam, the Netherlands

² A company registered under the laws of Romania under company registration number 38814243 having its registered office situation at 8, America House Building, West Wing, 5th Floor, Nicolae Titulescu Road, Bucharest, Romania ³ A company registered under the laws of Romania under company registration number 7926069 having its registered office

situation at Sector 1, 66-68, Buzesti St, 1st District, Bucharest, Romania