Acquisitionof series A and B subscription warrants entitling to subscribe for theCompany's shares as part of the Incentive Scheme for 2021-2023TheManagement Board of VIGO Photonics S.A. (hereinafter: the _quot;Company_quot;)informs that the Company received statements on the acquisition by theAuthorized Persons of 2146 (say: two thousand one hundred and forty six)registered, non-transferable series A subscription warrants and 2070(say: two thousand seventy) registered, non-transferable series Bsubscription warrants (_quot;Warrants_quot;) entitling to subscribe for the samenumber of series E ordinary bearer shares (_quot;Incentive Shares_quot;).
Theissue of the Warrants depended on the fulfillment of the conditionconcerning the Company's EBITDA of not less than PLN 29,500,000(twenty-nine million five hundred thousand zlotys) for the financialyear 2021. The result target (EBITDA adjusted, among others, for theimpact of subsidies) was achieved in 98.64% (achieved EBIDTA value: PLN29.12 million), therefore the number of Warrants for 2021 was reduced by8%.
Thevalue of the Incentive Scheme at the end of 2022 amounted to PLN 29,160and was booked to increase the supplementary capital, which wasannounced by the Company in the periodic report - annual report for 2022.
Warrantswere issued under the Incentive Scheme for the years 2021-2023,implemented on the basis of Resolution No. 6/18/10/2021 of theExtraordinary General Meeting of October 18, 2021 on (i) establishingthe Incentive Scheme, (ii) adopting the Incentive Scheme Regulations ,(iii) issue of series A and series B subscription warrants with thecomplete deprivation of the existing shareholders' pre-emptive rights tothe warrants, (iv) conditional increase of the share capital by way ofthe issue of series E shares with the revocation of the existingshareholders' pre-emptive rights in their entirety, and (v) amendmentsto the Company's Articles of Association (_quot;Incentive Scheme_quot;), aboutwhich the Company informed in current report No. 31/2021 of December 21,2021, as well as in periodic reports.
Accordingto the received statements, Members of the Company's Management Boardacquired a total of 2146 Warrants, and key employees of the Companyacquired 2070 Warrants.
TheCompany informs that the Warrants have been acquired free of charge, andthe holders of the Warrants will be entitled to acquire the IncentiveShares issued as part of the conditional increase of the Company's sharecapital, excluding the pre-emptive rights of the other shareholders ofthe Company.
Theright to acquire the Incentive Shares may be exercised by the EligiblePersons no later than by December 31, 2026.
Legalbasis: Article 17 par. 1 MAR - confidential information.