Mabion S.A. — Share Issue/Capital Change 2021

Mar 8, 2021

Current report no. 20/2021

Date of drafting: 8 March 2021

Issuer's abbreviated name: MABION S.A.

Subject: Information on declarations of particular shareholderssubmitted in connection with the book-building process

Legal basis: Art. 17 sec. 1 of the MAR Regulation

Report content:

Management Board of Mabion S.A. (the "Company") announces that on March8, 2021, the Company received from three major shareholders of theCompany, i.e., Glatton sp. z oo, Twiti Investments Limited and PolfarmexSA (together the "Shareholders"), irrevocable and unconditionaldeclarations of participation in the book-building process andsubscriptions for series U shares ("New Shares") issued and offered bythe Company on the basis of the issuance resolution adopted by theExtraordinary General Meeting of the Company on February 23, 2021("Issuance Resolution"). The subscriptions for shares will be submittedby the Shareholders after the completion of the book-building processconducted by the Company, that was announced by the Company in thecurrent report no. 19/2021 concerning the commencement of book-buildingprocess of March 4, 2021, at the issuance price of the New Sharesestablished on the terms resulting from the Issuance Resolution.Simultaneously, the Company reports that it has received detailedinformation from the Shareholders, i.e.: (i) from Glatton sp. z o.o.that it declared to pay the share issuing price for the New Sharesexclusively by setting off it against all or part of Glatton'sreceivables in the total amount of PLN 5,000,000.00 under the loanagreement concluded with the Company on August 12, 2020; (ii) from TwitiInvestments Limited that it declared to pay the share issuing price forthe New Shares by setting it off against all or part of the TwitiInvestments Limited receivables in the total amount of PLN 11,200,000.00under loan agreements concluded with the Company on August 12, 2020 andFebruary 5, 2021, and in cash in the amount of PLN 5,000,000.00; and(iii) from Polfarmex S.A. that it declared to pay the share issuingprice for the New Shares in cash in the amount of PLN 1,980,000.00. TheCompany informed about granting loans by Glatton sp. z o.o. and TwitiInvestments Limited and the possibility of their repayment by conversionto New Shares in current reports No. 31/2020 of August 12, 2020 and No.5/2021 of February 5, 2021, whereas the subscription for the SeriesShares U can only be covered by cash contributions. Setting-offGlatton's and Twiti's claims under the loans, referred to above, againstthe Company's claim for payment of the New Shares issue price by Glattonand Twiti will be carried out at the issue price of the New Sharesestablished on the terms resulting from the Issuance Resolution beingthe same issue price for all subscriptions for New Shares.