Title:Signing agreements and changing the conditions for the issueof series A convertible bonds of XTPL S.A.

Legal basis:Article 17(1) MAR - inside information; Article 56(1)(2)of the Act on Public Offering

Content of the Report:Referring to ESPI Current Report No. 12/2022of 25 May 2022, the Management Board of XTPL S.A. (the "Company","Issuer") announces that today (20 July 2022), the Issuer and twobondholders holding all issued and outstanding series A bonds of theCompany convertible into series U shares, i.e. 45,655 bonds, with atotal nominal value of PLN 3,378,470, registered in the securitiesregister kept by the Central Securities Depository of Poland (KDPW S.A.)under ISIN No. PLO228300011 ("Bonds") entered into respective agreementson changing the terms of the issue of the Bonds ("Agreements").

In accordance with the second sentence of Article 7(1) of the Bonds Actof 15 January 2015 and based on the Agreements, the terms of the Bondswere changed as follows:

a) redemption date: the date of repurchase of the Bonds was changed from30 July 2022 to 30 January 2024;

b) interest rate: the interest rate on the Bonds - which from the timeof allocation of the Bonds to 30 July 2022 was 2% p.a., calculated onthe nominal value of the Bonds - was changed to 5% p.a., calculated onthe nominal value of the Bonds, applicable from 31 July 2022 to the dateof redemption or the date of early redemption.

Any other terms of the Bonds issue remain unchanged.

The change of the terms of the issue of the Bonds was previouslyapproved by the Company's Extraordinary General Meeting by ResolutionNo. 03/06/2022 of 21 June 2022 amending resolution No. 04/06/2020 of theExtraordinary Genera Meeting of 8 June 2020 on the issue of bondsconvertible into series U shares and on a conditional increase of theshare capital by issuing series U shares, depriving the shareholders ofthe entire preemptive rights to convertible bonds and series U shares,and on amending the Articles of Association, as communicated by theIssuer in Current Report No. 16/2022 of 21 June 2022.

The change of the terms of issue of the Bonds was effected as part ofthe process of extending and changing the debt financing granted to theIssuer on the basis of series A convertible bonds, which wascommunicated by the Issuer in ESPI Current Report No. 12/2022 of 25 May2022, and for that reason the Issuer's Management Board recognized thisfact as inside information within the meaning of Article 7(1) of the MARRegulation.

Detailed legal basis: § 5(2) of the Ordinance of the Minister of Financeon current and financial information (...).