MedLife S.A.

Transaction in Own Shares • Sep 28, 2023

No. 32/28.09.2023

To: BUCHAREST STOCK EXCHANGE FINANCIAL SUPERVISORY AUTHORITY

CURRENT REPORT

In accordance with Law no. 24/2017 on issuers of financial instruments and market operations (republished) and ASF Rule no. 5/2018 on issuers of financial instruments and market operations

Report Date: 28 September 2023

Name of the issuing company: MED LIFE S.A. ("MedLife" or "The Company")

Registered Office: Bucharest, Calea Grivitei, no. 365, district 1, Romania

Fax number: 0374 180 470

Unique Registration Code at the National Office of Trade Registry: 8422035

Order number on the Trade Registry: J40/3709/1996

Subscribed and paid-in share capital: 132,870,492 RON

Regulated market on which the issued securities are traded: Bucharest Stock Exchange, Premium Category

Significant events to report:

The initiation by the Company of the share buy-back program as authorized by the Company's Extraordinary General Shareholders Meeting from 3 August 2023

The Company would like to inform shareholders and investors that, by decision of the Board of Directors of the Company nr. 1 of 27.09.2023, it was decided to initiate, as of September 28, 2023, the share buyback program of the Company in accordance with the decision of the Extraordinary General Shareholders Meeting no. 1 of August 3, 2023 ("EGSM Decision") - The Program.

The Program will be performed and implemented in line with the applicable legal rules and regulations relating to buy-back programs, specifically article 5 from the European Parliament and the EU Council's Regulation 596/2014 regarding the market abuse and the Commission Delegated Regulation (EU) 2016/1052.

Maximum size of the Program

By the EGSM Decision no. 1 of August 3, 2023, it was approved the buy-back of a number of own shares whose total nominal value is equal to a maximum of 10% of the subscribed share capital of the Company, from the date of share buy-back, for a maximum period of 18 months from publication of the decision in the Official Gazette of Romania. Thus, compared to the current share capital of the Company, MedLife will be able to buy-back a maximum of 53,148,196 shares with a nominal value of RON 0.25/share, never exceeding the threshold of 10% of the Company's share capital at the time of share buy-back.

Purpose of the Program

A maximum number of 26,253,156 own shares thus acquired will be offered to employees and members of the Company's management, former or current members of management or former or current employees of some of the Company's subsidiaries and/or will be offered in exchange for shares held in the Company's subsidiaries by former or current members of management or former or current employees of some of the Company's subsidiaries.

Purchase price of shares under the Program

The purchase price of shares under the Program is (i) minimum equal to the market price of a share on BVB at the time of the acquisition and (ii) maximum equal to the highest value between the price of the last independent trade and the highest current independent purchase bid on BVB, in accordance with the provisions of art. 3 para. (2) of Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016 supplementing Regulation (EU) No 596/2014 of the European Parliament and of the Council with regard to regulatory technical standards for the conditions applicable to buy-back programmes and stabilisation measures.

Duration of the Program

The period for which the Program authorization was granted is for a maximum of 18 months from the date of publication of the EGSM Decision of August 3, 2023 in the Official Gazette of Romania. EGSM Decision no. 1 of August 3, 2023 was published in the Official Gazette of Romania part IV no 3856 of 30.08.2023.

Name of the intermediary

The Board of Directors of the Company has decided to run the Program through BT Capital Partners S.A. which will provide brokerage services for the Program.

The volume of own shares that the Company will be able to buy-back on a daily basis

MedLife will not be able to acquire on a trading day more than 25% of MedLife's average daily volume traded on the regulated BVB market, calculated as presented below.

The volume of own shares that the Company will be able to buy-back is determined in accordance with the provisions of art. 3, (3) (b) of the Commission Delegated Regulation (EU) 2016/1052, respectively the average daily volume is calculated based on the average daily volume traded during the 20-day trading period preceding the date on which the acquisition takes place; The program is not with fixed volume.

__________________ Mihail Marcu Chief Executive Officer