Niewiadów Polish Military Group, Inc.

NEWS

31/2026 | Execution of a share donation agreement and an agreement to join an investment agreement

The Management Board of Niewiadów Polska Grupa Militarna S.A., with its registered office in Warsaw (the Company, the Issuer), with reference to Current Report No. 24/2026 dated May 12, 2026, regarding the conclusion of an investment agreement with L Investments, a limited liability company with its registered office in Katowice (KRS: 0000915937) (Shareholder) (Investment Agreement), hereby announces that on May 19, 2026, it became aware that the Shareholder had entered into an agreement with SOMA25 Family Foundation, with its registered office in Katowice, ul. Fabryczna 22, 40-611 Katowice, entered in the register of family foundations maintained by the Regional Court in Piotrków Trybunalski, 1st Civil Division, under number RFR: 3055 (Foundation), a donation agreement in the form of a notarial deed. The Foundation is an entity related to the Shareholder. The subject of the donation agreement is 12,064,349 (twelve million sixty-four thousand three hundred forty-nine) registered Series J shares of the Company, designated by ISIN code PLVNTCP00134, with a par value of PLN 0.10 (zero zlotys and ten groszy) each, i.e., with a total par value of PLN 1,206,434.90 (one million two hundred six thousand four hundred thirty-four zlotys and ninety groszy), constituting the shares being sold within the meaning of the Investment Agreement (Shares Being Sold).

Pursuant to the statements of Krajowy Depozyt Papierów Wartościowych S.A. (National Depository for Securities), as disclosed by the Company in Current Reports No. 29/2026 dated May 18, 2026, the shares in question will be converted on May 20, 2026, into ordinary bearer shares with ISIN code PLVNTCP00159, and then on May 21, 2026, merged with the Company’s bearer shares bearing the ISIN code PLVNTCP00019 and admitted to trading on the regulated market operated by the Warsaw Stock Exchange S.A. pursuant to WSE Management Board Resolution No. 690/2026 of May 15, 2026.

In connection with the execution of the donation agreement on May 19, 2026, the Foundation acceded to the Investment Agreement and assumed, alongside the Shareholder, the rights and obligations arising from the Investment Agreement, in particular with respect to: (a) conducting an accelerated bookbuilding (ABB), including the sale of the Shares to be Sold; (b) subscribing for the Company’s new issue shares; and (c) allocating all proceeds from the sale of the Transferred Shares to the subscription for the Company’s new issue shares.

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