Shoper S.A. — Share Issue/Capital Change 2024

Apr 11, 2024

Report Content Date:April 11, 2024Subject:Registration ofamendments to the National Court Register regarding the conditionalincrease of the Company's share capitalLegal basis:Article56 (1) (2) of the Act on Public Offering - current and periodicinformation

The Management Board of Shoper S.A. (the _quot;Company_quot;, the _quot;Issuer_quot;) herebyinforms that the District Court for Krakow Śródmieście in Krakow, XICommercial Division of the National Court Register in connection with:

• implementation of the Resolutions of the Extraordinary General Meetingof Shoper S.A., i.e.: Resolution No. 4 on the organization andimplementation of the incentive program for employees or associates ofthe Company, its subsidiaries or cooperating entities and Resolution No.5 on the issue of registered subscription warrants with the deprivationof the pre-emptive rights of the existing shareholders, conditionalincrease of the Company's share capital with the deprivation of thepre-emptive rights of the existing shareholders of 15 April 2021,•acquisition of 19,560 series F shares by entitled persons on 8 February2024 in exchange for 19,560 registered series B subscription warrants,•an application submitted by the Management Board of the Company to theNational Court Register containing a list of persons who exercised theright to take up series F shares issued by Shoper S.A. as part of theconditional increase of the share capital,

made an entry in the National Court Register:

• the amount of the Company's share capital, which was increased as partof the conditional increase of the share capital registered in theNational Court Register on 25 May 2021.• number of shares of allissues.

The court also recorded the current amount of paid-in capital and thenominal value of the conditional sharecapital increase.

This post is declaratory in nature. The Issuer informed about theacquisition of series F shares in exchange for subscription warrants andthus about the increase of the share capital in the current reportnumber: 5/2024 of 08.02.2024.

The Company's share capital amounts to: PLN 2,813,456.00.

The share capital is divided into 28,134,560 shares with a nominal valueof PLN 0.10 each, including:• 9,277,950 series A ordinary bearershares;• 9,277,950 series B ordinary bearer shares;•9,559,100 series C ordinary bearer shares;• 19,560 series F ordinarybearer shares.

The total number of votes at the Company's General Meeting is currently:28,134,560.

The remaining amount of the conditional share capital increaseregistered by the Company's registry court is PLN 201,652.30.

At the same time, the Issuer informs that the Court did not attach theconsolidated text of the Company's Articles of Association to theCompany's files, due to the fact that the amendment to the Articles ofAssociation is not disclosed in the Register, and the Management Boardwas only obliged to report the list of shares that were acquired as partof the conditional increase of the share capital (pursuant to Article452 § 2 of the Commercial Companies Code) in order to update the entryof the share capital without updating the provisions of the Articles ofAssociation.

Detailed basis: § 5.1 and § 6 of the RMF Regulation on current andperiodic information.