STS Holding S.A. — Share Issue/Capital Change 2021

Dec 10, 2021

Report 3/2021

Information oncompleted public offering

10-12-2021

STS Holding S.A. (the "Issuer")is hereby publishing information on the completed public offering (the "Offering")of46,874,998ordinary series Bshares of the Issuer with anominal value of 1.00 each (the "Offer Shares"), sold byMJInvestments sp. z o.o., Juroszek Investments sp. z o.o. and BetplayCapital sp. z o.o. (the "SellingShareholders")

All capitalized terms not definedin this current report have the meanings assigned to them in theIssuer's prospectus approved by the Polish Financial SupervisionAuthority (Komisja Nadzoru Finansowego) on November 23, 2021 (the"Prospectus"), together with the supplements, errata andupdate reports.

1._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Start and end datesof the subscription or sale

Start and end dates of the bookbuilding process among the Institutional Investors - November 24 -December 2, 2021.

Start and end dates ofacceptingpurchase orders fromthe Retail Investors: November25 - December 1, 2021.

Start and end dates ofacceptingpurchase orders from theInstitutional Investors:December 3 - 7, 2021.

2._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Date of allotmentof securities

December 8, 2021.

3._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Number ofsecurities subscribed for or sold

46,874,998 (including 42,613,636Sale Shares and 4,261,362 Over-Allotment Shares).

4._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Reduction rate

The reduction covered onlysubscriptions for the Offer Shares offered to the Retail Investors. Theaverage reduction rate for subscriptions made by the Retail Investorswas 87.203%.

5._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Number ofsecurities subscribed for in subscription or sale

In the Offering, subscriptionswere submitted for 55,493,226 Offer Shares in total, includingsubscriptions for 14,769,590 Offer Shares submitted by the RetailInvestors and subscriptions for 40,723,636 Offer Shares submitted by theInstitutional Investors. In addition, 4.261.362 Over-Allotment Shareswere borrowed by the Stabilisation Manager in relation to thestabilisation option.

6._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Number ofsecurities allotted in the subscription or sale

In connection with the Offering,the Selling Shareholders allotted 46,874,998 Offer Shares, in thefollowing manner: (i) 1,890,000 Offer Shares were allotted to the RetailInvestors; (ii) 44,984,998 Offer Shares were allotted to theInstitutional Investors.

7._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Price at which thesecurities were taken up (purchased)

The Offer Shares were purchasedat PLN 23.00 per Offer Share.

8._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Number of personswho have subscribed for the securities in subscription or sale

Due to the fact that IndividualInvestors could have made multiple subscriptions, the Company is notable to indicate the number of final Individual Investors who subscribedfor shares. In the Offer, the 4,294 subscriptions were accepted inIndividual Investors category. Subscriptions for the Offer Shares werealso submitted by 206 Institutional Investors.

9._#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;_#160;Number of personsto whom the securities were allotted in subscription or sale

Due to the fact that IndividualInvestors could have made multiple subscriptions, the Company is notable to indicate how many individual investors were allotted shares. Inthe Offer, the 4,294 subscriptions were accepted in Individual Investorscategory on the basis of which the shares were allotted. In connectionwith the Offering, the Issuer allotted the Offer Shares also to 206Institutional Investors.

10._#160;_#160;_#160;_#160;_#160;_#160;_#160;The names of theunderwriters who have subscribed for securities in execution of theunderwriting agreements, with an indication of the number of securitieswhich they have subscribed for, together with the actual price per unitof the security, being the issue or sale price, after deducting theconsideration for subscribing for a unit of the security, in executionof the underwriting agreement, purchased by the underwriter

No shares in the Issuer have beenacquired by the underwriters in relation to the Underwriting Agreement.

11._#160;_#160;_#160;_#160;_#160;_#160;_#160;The value ofsubscription or sale

The value of the Offer Sharessubscription, understood as the product of the number of the OfferShares offered and the sale price of the Offer Shares, was PLN1,078,124,954.00.12._#160;_#160;_#160;_#160;_#160;_#160;_#160;The amount of totalcosts that have been included in the cost of issuance

As at the date of this report,the Issuer does not have information about the final settlement of theissue costs. Those costs will be published in the form of a currentreport after receiving a breakdown and approval of all costs from allthe entities involved in the work on preparation and completion of theOffering.

13._#160;_#160;_#160;_#160;_#160;_#160;_#160;The average cost ofconducting the subscription or sale per unit of the security covered bythe subscription or sale

As at the date of this report,the Issuer does not have information about the final settlement of theissue costs and consequently the average sale cost per Offer Share isnot known. Those costs will be published in the form of a current reportafter receiving a breakdown and approval of all costs from all theentities involved in the work on preparation and completion of theOffering.

14._#160;_#160;_#160;_#160;_#160;_#160;_#160;Method of paymentfor taken up (purchased) securities

The payments for Offer Shareshave been made in cash.Legalbasis: §16 of the Regulation of the Minister of Finance dated March 29,2018, on current and periodic information provided by issuers ofsecurities and conditions for recognizing as equivalent informationrequired by the laws of a non-member state.