Letter of Intent Regarding Co-operation Agreement Signed by the Issuer

The Management Board of Develia S.A. (the “Issuer”) inform that on 04 October 2024 the Issuer and entities which were not related to the Issuer (Innova Capital and Solida Capital) made a letter of intent concerning planned co-operation on the construction, through a dedicated alternative investment fund (the “Fund”) and respective SPVs, in relation to the development of projects carried out for student accommodation, of dormitories (the “Common Project”) (the “Agreement”). The Agreement stipulates that the projects will be implemented, among other things, on real estate from the Issuer’s land bank or secured by the Issuer during the term of the Common Project. The Agreement provides for the Issuer’s participation in the Common Project for 3 to 5 projects (the “Projects”).

As for the envisaged structure of the Fund, the Issuer is expected to serve as a shareholder of the Fund, contributing up to 10% of the agreed capital commitment, but no more than EUR 15,000,000.

The Agreement also provides for the participation of the Issuer as a manager of the Common Project, in which the Issuer will be responsible for all activities related to the implementation of the Common Project in relation to the Projects dedicated by the Issuer in the Agreement, including the Issuer’s provision, against payment, of services related to the construction and managing the implementation of the project.

Detailed terms and conditions and parameters of the Common Project will be determined in the course of further negotiations by the parties in the relevant project agreement, the Fund agreement and the relevant agreements pertaining to the acquisition of real estate on which the Projects will be implemented, the conclusion of which will be announced by the Issuer in separate current reports when they are agreed and signed by the parties and once all necessary and required approvals are obtained, which will be a precondition for the start of co-operation.

The other Agreement assumptions, including those relating to the assumptions based on which the Common Project will be implemented do not vary from provisions generally applicable to agreements of this type.

According to the Issuer, the information pertaining to the conclusion of the LOI constitutes inside information within the meaning of Article 7 of the MAR, as the Common Project, if carried out, may be of relevance to the assessment of the Issuer’s implementation of its strategy relating to the diversification of its operations through PRS projects and dormitories, which was communicated by the Issuer in Current Report No. 25/2024 of 16 April 2024.

Legal basis: Article 17(1) in conjunction with Article 7(1a), (2), (3) and (4) of the Regulation of the European Parliament and of the Council (EU) No. 596/2014 of 16 April 2014 on market abuse (the Market Abuse Regulation) 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”) in conjunction with Article 2 and 3 of the Commission Implementing Regulation (EU) 2016/1055 of 29 June 2016 laying down implementing technical standards with regard to the technical means for appropriate public disclosure of inside information and for delaying the public disclosure of inside information in accordance with Regulation (EU) No. 596/2014 of the European Parliament and of the Council.