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Medicalgorithmics S.A. — Proxy Solicitation & Information Statement 2026
Apr 27, 2026
5705_rns_2026-04-27_0fd06660-3d96-46d1-98b8-ed42e5623f5c.html
Proxy Solicitation & Information Statement
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Report Content Information on convening the Extraordinary General Meeting ofMedicalgorithmics S.A. together with the content of draft resolutions
Current report no.: 14/2026
Date: April 27, 2026
Legal basis: Article 56 (1) (2) of the Offering Act - current andperiodic information
Management Board of Medicalgorithmics S.A. with its registered office inWarsaw (the "Company") hereby informs about the convening of theExtraordinary General Meeting of the Company on June 8, 2026, at 2:00p.m. at the Company's seat - at the office at Al. Jerozolimskie 81,02-001 Warsaw, on the 19th floor of the Central Tower building inWarsaw, in accordance with the content of the announcement attached tothis current report.
Attached to this current report, the Company provides the text of thedraft resolutions to be considered by the convened Extraordinary GeneralMeeting of the Company (the "General Meeting"), together with anappendix comprising the proposed amendments to the Company's Articles ofAssociation resulting from the proposed amendment to the Articles ofAssociation (in accordance with the draft Resolution No. 3/06/2026attached to this report). The Management Board informs that the opinionjustifying the complete exclusion of shareholders' preemptive rights inconnection with the planned adoption by the General Meeting of aresolution on the increase of the Company's share capital through theissuance of Series P shares, the exclusion of existing shareholders'preemptive rights and the offering of the shares by way of a privatesubscription to a designated entity, as well as the amendment of § 5sections 1 and 2 of the Articles of Association (the "Share CapitalIncrease"), has been included as an appendix together with the draftresolution relating to item 5 of the agenda (the "Management BoardOpinion"). The Company indicates that the adoption of the proposedresolution on the Share Capital Increase is intended to recapitalize theCompany and strengthen its financial structure. A detailed justificationof the reasons for the Share Capital Increase, including the Company'sinterest in excluding shareholders' preemptive rights, has beenpresented in the attached Management Board Opinion. Detailed informationregarding the nature of the Share Capital Increase and the plannedactions related to its implementation is also set out in the attachedManagement Board Opinion.
The complete documentation related to the convening of the GeneralMeeting will be published on the Company's website at:https://www.medicalgorithmics.pl/, as from the date of convening of theGeneral Meeting.
Attachments to the report:
1. Announcement of the Management Board of Medicalgorithmics S.A. withits registered office in Warsaw on the convening of the ExtraordinaryGeneral Meeting of the Company,
2. Draft resolutions of the Extraordinary General Meeting ofMedicalgorithmics S.A. with its registered office in Warsaw convened forJune 8, 2026, together with the Management Board Opinion,
3. Summary of the proposed amendments to the Articles of Association ofMedicalgorithmics S.A.
Specific legal basis: Section 20(1)(1) and (2) of the Regulation of theMinister of Finance of June 6, 2025, on current and periodic informationdisclosed by issuers of securities and the conditions for recognizing asequivalent information required by the laws of a non-member state.