Subject: Disclosure of delayed insideinformation regarding taking actions to sell shares held by the Companyin Asseco Poland S.A.
Pursuant to Article 17 paragraphs 1 and 4 ofRegulation (EU) No. 596/2014 of the European Parliament and of theCouncil of 16 April 2014 ("MAR"), Cyfrowy Polsat S.A. (the "Company")hereby discloses the following inside information regarding actionstaken to sell shares held by the Company in Asseco Poland S.A. with itsregistered office in Rzeszów (the "Inside Information").
The disclosure of the Inside Information tothe public was delayed on 22 January 2025 on the basis of Article 17paragraph 4 of the MAR.
Contents of the delayed InsideInformation:
"The Management Board of Cyfrowy Polsat S.A.(the "Company") reports that it decided today to take actions for theCompany to sell no more than 8,405,327 (eight million four hundred andfive thousand three hundred and twenty-seven) shares of Asseco PolandS.A. with its registered office in Rzeszów ("Asseco Poland"),representing no more than 10.13% of the share capital of Asseco Polandand carrying the right to exercise no more than 10.13% of the totalnumber of votes at the General Shareholders' Meeting of Asseco Poland(the "Sale Shares"), for a price not lower than PLN 85 per Sale Share(the "Transaction").
The Management Board today received theSupervisory Board's approval for the sale of the Sale Shares.
In connection with the potential sale of theSale Shares, the Company's Management Board has decided to place anorder for the sale of 8,300,029 (eight million three hundred thousandand twenty-nine) Sale Shares, representing 9.99% of the share capital ofAsseco Poland and carrying the right to exercise 9.99% of votes at theGeneral Meeting of Asseco Poland, for the price of PLN 85 per Sale Sharevia Trigon Dom Maklerski S.A.
The Company notes that the Transaction'scompletion is subject to the placement of an order by a prospectivebuyer. At the time of the decision to sell the Sale Shares, the Companydoes not have any information about the potential buyer's decision and,therefore, it is not certain whether the Transaction will be concluded.
The Company will report further stepsregarding the Transaction in separate current reports."
Substantiation of the delay in disclosingthe Inside Information to the public:
The Management Board of the Company believesthat the delay in disclosing the above Inside Information met theconditions set out in the MAR and the guidelines of the EuropeanSecurities and Markets Authority for delaying the disclosure of insideinformation of 13 April 2022 at the time the decision was made.
In the opinion of the Management Board,immediate disclosure of the Inside Information would have created a riskof adversely affecting the terms of the Transaction as well as thelikelihood of its completion. At the time that the Company engaged inthe presented actions, the prospective buyer's decision was unknown and,therefore, the likelihood of the Transaction's completion was alsounknown.
In addition, the disclosure of informationabout the commencement of actions leading to the Transaction may haveaffected, in particular, the prices of the Company's and Asseco Poland'sshares before the final decision of the Company's Management Board as tothe implementation of the Transaction, which may have unfavorablyaffected the Company's ability to achieve its business and financialobjectives (including the sale of the Sale Shares on satisfactoryterms).
In the opinion of the Company's ManagementBoard, there were no reasons to believe that a delay in the disclosureof the Inside Information could be misleading to the public and theinvestors as to the likelihood and terms of the Transaction, or cause abiased assessment of such information and its potential impact on thevalue of the Company, in particular because the Company had not made anyearlier public announcements about the subject matter of the InsideInformation. In this situation, there were no grounds to believe that adelay in making the Inside Information public would contrast with marketexpectations based on the Company's earlier communication.
The Company's Management Board representsthat it took the steps required under the MAR to ensure that the InsideInformation is kept confidential until published, in particular byadhering to the information circulation and protection proceduresimplemented internally at the Company Group level. At the time of makingthe decision to delay the disclosure of the Inside Information to thepublic, pursuant to Article 18 of the MAR, a list of the individualshaving authorized access to the Inside Information was made, and thenmonitored and updated if necessary.
Considering the legitimate interests of theCompany and its shareholders and to comply with the legal requirementsof the MAR, the Company will announce in a separate report informationabout the implementation of the Transaction as well as about its terms,should such information be classified as inside information.
Pursuant to Article 17 paragraph 4 thirdsubparagraph of the MAR, promptly upon the disclosure of delayed insideinformation, the Company will notify the Polish Financial SupervisionAuthority of the delay in disclosure of the inside information andexplain the reasons for the delay.
Legal basis: Article 17 paragraph 1 ofRegulation (EU) No 596/2014 of the European Parliament and of theCouncil of 16 April 2014 on market abuse (market abuse regulation) andrepealing Directive 2003/6/EC of the European Parliament and of theCouncil and Commission Directives 2003/124/EC, 2003/125/EC and2004/72/EC.