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Impresa M&A Activity 2026

Jan 9, 2026

1934_iss_2026-01-09_c26d7350-0a5c-4757-a94b-2a060f808bf8.pdf

M&A Activity

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IMPRESA - Sociedade Gestora de Participações Sociais, S.A.

Share Capital: 84,000,000 Euros Registered office: Rua Calvet de Magalhães, nº 242, 2770-022 Paço de Arcos Registered with the Commercial Registry Office of Lisbon Unique registration and legal person number: 502 437 464

IMPRESA INFORMS ABOUT AMENDMENT TO STRATEGIC PARTNERSHIP AND INVESTMENT AGREEMENT

Following the press releases of 26 November 2025, 29 December 2025 and 31 December 2025, IMPRESA - Sociedade Gestora de Participações Sociais, S.A. ("Impresa" or the "Company") hereby informs that, on 9 January 2026, it executed an amendment to the investment agreement dated 26 November 2025, entered into between Impresa, MFE - MediaForEurope N.V. ("MFE") and Impreger - Sociedade Gestora de Participações Sociais, S.A., the majority shareholder of Impresa (together the "Parties") (the "Investment Agreement") (the "Amendment").

As is clear from the previous press releases referred to above, the full effect of the Investment Agreement, i.e. implementation of the capital increase to be subscribed by MFE and the conclusion of the shareholders' agreement, remains subject to the fulfillment of a condition precedent: the confirmation by the Portuguese Securities Market Commission (CMVM) that the Investment Agreement and the acts contemplated thereunder do not impose on MFE the obligation to launch a takeover bid for all shares and other securities issued by Impresa that confer the right to subscribe or acquire them.

Under the current terms and conditions of the bonds issued by SIC - SOCIEDADE INDEPENDENTE DE COMUNICAÇÃO, S.A., representing the bond loan called "Obrigações Ligadas a Sustentabilidade SIC 2024-2028" (the "Terms and Conditions"), the implementation of the Investment Agreement would constitute a situation of possible early repayment. Therefore, an amendment to the Terms and Conditions will be submitted to a vote by the bondholders, at an Extraordinary Bondholders' Meeting as further described in the notice of 5 January 2026, so that early repayment will no longer be triggered as a result of the contemplated transaction.

Considering that the aforementioned Extraordinary Bondholders' Meeting has been called to take place on 6 February 2026 or, on second call, on 23 February 2026, the Parties have agreed in the Amendment that the Investment Agreement will become effective after the vote on the proposed amendment to the Terms and Conditions (regardless of its outcome).

The Company will keep the market informed of subsequent relevant developments, namely the fulfilment of the above condition precedent and the vote at the Extraordinary Bondholders' Meeting, in strict compliance with applicable legal and regulatory obligations.

Paço de Arcos, 9 January 2026

Impresa - Sociedade Gestora de Participações Sociais, S.A.

09/01/2026 01