Delayed Disclosure of Inside Information: Acquisition of Real Property Shares by Issuer’s Subsidiary

Report number 5/2024

Legal basis: Article 17(1) in conjunction with Article 17(4) of MAR - inside information

Acting pursuant to Article 17(1) in conjunction with Article 17(4) of the Regulation of the European Parliament and of the Council (EU) No. 596/2014 of 16 April 2014 on market abuse and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (the “MAR”), and having considered the fact that the grounds for delay in the disclosure of inside information ceased to exist, the Management Board of Develia S.A. (the “Issuer”) are disclosing the inside information the disclosure of which to the public was delayed by the Issuer on 15 January 2024 under Article 17(4) of the MAR.

The wording of the inside information the disclosure of which was delayed:

The Management Board of the Issuer inform that the Issuer’s subsidiary, i.e. Develia Wrocław S.A., based in Wrocław, on 15 January 2024, entered into a sales agreement with an entity which was not related to the Issuer pursuant to which it purchased shares amounting in aggregate to 5/10 in the real property being a parcel of land number 4/8, located in Wrocław at 2-4 Międzyleska street, having the total area of 4.3630 ha, for the total price of PLN 90,000,000.00 net plus VAT, i.e. PLN 110,700,000.00 gross.

According to the Issuer, the information relating to the conclusion of the sales agreement constitutes inside information within the meaning of Article 7 of the MAR, as the agreement, given both its value and the Issuer’s business, will be a significant transaction to the Issuer.

The Issuer is of the opinion that delaying the disclosure of the information on the signature of the sales agreement with the buyer to the public did not mislead the public, and the Issuer was able to ensure the confidentiality of the inside information the disclosure of which was delayed. The Issuer’s Management Board decided to delay the disclosure of the inside information in question due to the fact that its immediate disclosure could prejudice the legitimate interests of the Issuer, as it could have had an impact on another Issuer’s transaction concerning the acquisition of the other shares in the same real property from another entity not related to the Issuer.

Pursuant to Article 17(4) of the MAR, the Issuer, immediately after this report has been published, will inform KNF (the Polish Financial Supervision Authority) that disclosure of the inside information in question was delayed and provide a written explanation of how the conditions for such delay were met.