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Meditrina Cyprus Plc

M&A Activity Aug 8, 2025

2520_iss_2025-08-08_fd985ca9-75ff-4b2f-88e4-811d86d2358a.pdf

M&A Activity

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Investors Relations Dpt.

Sale Of a Subsidiary-Additional Information

Limassol, 07/08/2025

Subject: Liquidation by Meditrina Cyprus Plc of its subsidiary Meditrina Pharmaceuticals S.r.l

Dear Sirs,

Regarding the sale of our subsidiary in Romania, the BoD provides the following additional information, answering to the letter of C.S.E. dated 14th of July.

i) The business reasons pursued stating whether the relevant decision has been made following an advice by any expert

  • The decision for the sale of Group's subsidiary Meditrina Pharmaceutical Srl (the 'Company') was made at an arm's length based on market prices. The Group's management has the relevant professional background, qualifications and expertise over pharmaceutical industry that was used for the above-said decision.

  • No independent expert was required for the said transaction.

ii) The history of the expertise of the company being taken over or sold and the financial facts of the past years

At the time of sale, the Group had control over the company being sold, Meditrina Pharmaceutical Srl (the 'Company') and owned a shareholding of the Company equal to 82.5%.

The Company is a well-established company in the sales and promotion of pharmaceutical goods, and it operates in Bucharest, Romania for more than 15 years. Apart from Romania, it was expanded in Moldova, and it has been also co-operating with customers and suppliers at an international level, mainly within EU.

2024 2023 2022
Turnover 7.891.622,00 € 9.110.707,00 € 6.384.213,00 €
Net Profit (after tax) 348.249,00 € 693.349,00 € 419.681,00 €
Net Assets 845.154,00
728.663,00 € 328.825,00

The Company's Financial Data over the last three years prior to the year of sale was as follows:

(iii) The type and amount of consideration and its method of payment

The consideration for the sale of the Company's shares was EUR 5.115.000, being paid into one of the Group's bank accounts, as follows :

€ 4.537.500 upfront, € 577.500 on an escrow account

(iv) Any goodwill or profit or loss and the accounting treatment method.

The Group made a profit from the sale of shares of Meditrina Pharmaceutical Srl of € 4.114.014.

The profit from the sale of the afore-said shares is made from the difference between the Net Assets of Meditrina Pharmaceutical Srl at the date of sale and the sale consideration.

(v) The transaction does not either relate to or affect of the issuer's Secretary or of a 'designated person' in accordance with the meaning given to the aforementioned term in

Investors Relations Dpt.

article 137(3) of the Law along with reference to the relation that the designated person has with the transaction, the counterparties or the persons mediating for its execution.

(vi) It is hereby confirmed that the transaction is executed on a purely commercial basis.

(vii) Name of counterparties

The Company's shares were sold to Fidia Farmaceutici S.P.A., a company being registered in Italy.

(viii) The anticipated effect on its prospects or results :

There were several positive effects and results from the above-mentioned sale :

a. The Group increased its 2025 profits by € 4.114.014 (iv) from the sale of shares.

b. The Group will continue selling pharmaceutical products to the company being sold, thus increasing its revenue at a Group level by having another important client outside the Group.

On behalf of the Board

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