Notice from Shareholder of Increase in Total Number of Votes in Company

The Management Board of Develia S.A. (the “Issuer” or the “Company”) inform that pursuant to Article 69(1)(2) and Article 69(2) of the Act on Public Offering and Conditions for Introducing Financial Instruments into Organised Trading and on Public Companies of 29 July 2005 (the “Act”) they have received today from a pension fund company Generali Powszechne Towarzystwo Emerytalne S.A. (the “Company”) a notice that on 01 February 2023 the Company took over the management of NNLife Otwarty Fundusz Emerytalny (NNLife OFE) and NNLife Dobrowolny Fundusz Emerytalny (NNLife DFE), reading as follows:

“Pursuant to Article 69 in conjunction with Article 87(1)(2b) of the Act on Public Offering and Conditions for Introducing Financial Instruments into Organised Trading and on Public Companies of 29 July 2005 (Dziennik Ustaw (Journal of Laws) of 2022, item 2554) – (the Act), Generali Powszechne Towarzystwo Emerytalne S.A. (the Company) managing Generali Otwarty Fundusz Emerytalny (Generali OFE) and Generali Dobrowolny Fundusz Emerytalny (Generali DFE), based in Warsaw at ul. Senatorska 18, informs that following the Company’s take-over of management of NNLife Otwarty Fundusz Emerytalny (NNLife OFE) and NNLife Dobrowolny Fundusz Emerytalny (NNLife DFE) on 01 February 2023, under Article 66(1) and (6) and Article 68 of the Act on Organisation and Operations of Pension Funds of 28 August 1997 (Dziennik Ustaw of 2022, item 2342, as amended), a share in the share capital and the total number of votes at Develia S.A. in accounts of the funds: Generali OFE, Generali DFE, NNLife OFE and NNLife DFE (hereinafter collectively called the Funds) exceeded a 10% threshold.

Prior to take-over of management
Generali OFE and Generali DFE held, in aggregate, 9,636,960 shares, which accounted for a 2.15% share in the Company’s share capital and 9,636,960 (say: nine million six hundred thirty-six thousand and nine hundred sixty) votes at the Company’s General Meeting, which comprised a 2.15% share in the total number of votes;

NNLife OFE and NNLife DFE held, in aggregate, 36,290,859 (say: thirty-six million two hundred ninety thousand and eight hundred fifty-nine) shares, which accounted for a 8.11% share in the Company’s share capital and 36,290,859 (say: thirty-six million two hundred ninety thousand and eight hundred fifty-nine) votes at the Company’s General Meeting, which comprised a 8.11% share in the total number of votes;

After take-over of management
The Funds: Generali OFE, Generali DFE, NNLife OFE and NNLife DFE held, in aggregate, 45,927,819 (say: forty-five million nine hundred twenty-seven thousand and eight hundred nineteen) shares, which accounted for a 10.26% share in the Company’s share capital and 45,927,819 (say: forty-five million nine hundred twenty-seven thousand and eight hundred nineteen) votes at the Company’s General Meeting, which comprised a 10.26% share in the total number of votes;

Of that shareholding, NNLife OFE held 36,290,859 (say: thirty-six million two hundred ninety thousand and eight hundred fifty-nine) shares, which accounted for a 8.11% share in the Company’s share capital and 36,290,859 (say: thirty-six million two hundred ninety thousand and eight hundred fifty-nine) votes at the Company’s General Meeting, which comprised a 8.11% share in the total number of votes.

There are no undertakings related to the Funds and having any share in the Company, nor are there any persons referred to in Article 87(1)(3)(c) of the Act.

The number of voting rights attaching to shares, computed in the manner prescribed in Article 69b(2) of the Act, which the Funds would be permitted or required to acquire as holders of the financial instruments referred to in Article 69b(1)(1) of the Act, and the financial instruments referred to in Article 69b(1)(2) of the Act, which are not exercised solely by monetary settlement is zero.
The number of voting rights attaching to shares, computed in the manner prescribed in Article 69b(3) of the Act, to which the financial instruments mentioned in Article 69b(1)(2) of the Act refer, directly or indirectly, is zero.

The overall number of the Funds’ votes computed pursuant to Article 69(4)(9) is 45,927,819 (say: forty-five million nine hundred twenty-seven thousand and eight hundred nineteen), which comprises a 10.26% share in the total number of votes.”