The Board of Directors of IMS S.A. (“Company”, “Issuer”) informs that on 26 July 2018, acting pursuant to Resolution No. 19 of the Annual General Meeting (“AGM”) of 9 June 2016, Resolution No. 19 of the AGM of Shareholders of 25 May 2017 and Resolution No. 26 of the AGM of 6 June 2018, it sold the own shares in the number of 20,000 (representing 0.06% of the share capital and giving right to 20,000 votes representing 0.06% share in the Company’s total number of votes) acquired as part of earlier conducted own shares acquisition programmes. The purchaser of the shares is Aria spółka z ograniczoną odpowiedzialnością i Wspólnicy spółka komandytowa (limited partnership) with its registered office in Warsaw (“Aria”), an entity related to the member of the Supervisory Board of the Issuer, Mr Andrzej Chajec.

The sale price of one share of the Issuer was established at PLN 3.55 (the arithmetic mean of closing prices of 60 stock exchange trading sessions in the period from 25 April to 20 July 2018).  The value of all Issuer’s shares sold is PLN 71 thousand.

At the same time, the Board of the Company informs that today it acquired 14 shares (representing 6.8% of the share capital and giving right to 6.8% votes in the shareholders’ meeting) in Mood Factory Sp. z o.o.  (“Mood Factory”), a controlled by the Issuer and fast developing subsidiary in which the Issuer already holds 178 shares (representing 86.4% of the share capital and giving right to 86.4% of votes in the shareholders’ meeting).

The acquisition price of shares in Mood Factory was established at PLN 71 thousand. The Seller of Mood Factory shares is the Aria company. As a result of the conducted transaction the parties shall make a mutual deduction of the liability. After the transaction the Issuer shall hold 192 shares (representing 93.2% of the share capital and giving right to 93.2% of votes in the shareholders’ meeting) in Mood Factory Sp. z o.o.

Detailed legal basis:  Article 5 section 1 letter b) of the Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse

The Board of Directors of IMS Spółka Akcyjna with its registered office in Warsaw (“the Company”) informs that in the period from 16.07.2018 to 20.07.2018 the Company acquired, through IPOPEMA Securities S.A., 18,906 (eighteen thousand nine hundred and six) own shares at the average unit price of PLN 3.42. The total acquisition price, including the cost of acquisition, amounted to PLN 64,776.05.

In line with information communicated by IPOPEMA Securities S.A.:

• on 16.07.2018, 4,452 IMS S.A. shares were acquired constituting 0.0133% share in the share capital of the Company and 0.0133% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.42;
• on 17.07.2018, 4,340 IMS S.A. shares were acquired constituting 0.0130% share in the share capital of the Company and 0.0130% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.40;
• on 18.07.2018, 4,110 IMS S.A. shares were acquired constituting 0.0123% share in the share capital of the Company and 0.0123% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.43;
• on 19.07.2018, 3,514 IMS S.A. shares were acquired constituting 0.0105% share in the share capital of the Company and 0.0105% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.42;
• on 20.07.2018, 2,490 IMS S.A. shares were acquired constituting 0.0074% share in the share capital of the Company and 0.0074% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.42.

The detailed list of transactions conducted in the period from 16.07.2018 to 20.07.2018 is included in the attachment to this report.

The nominal value of one share is PLN 0.02, and the total nominal value of shares acquired on the dates mentioned above was PLN 378.12. The acquired block of 18,906 shares constitutes 0.0564% of Company share capital and gives 18,906 votes constituting 0.0564 % votes in the General Shareholder Meeting of the Company.

At present the Company holds in total 1,262,606 own shares, constituting 3.77% of Company share capital and giving 1,262,606 votes constituting 3.77% of votes in the General Shareholder Meeting of the Company.

Detailed legal basis: Article 2 paragraph 2 and 3 of the COMMISSION DELEGATED REGULATION (EU) 2016/1052

The Board of Directors of IMS Spółka Akcyjna with its registered office in Warsaw (“the Company”) informs that in the period from 09.07.2018 to 13.07.2018 the Company acquired, through IPOPEMA Securities S.A., 19,265 (nineteen thousand two hundred and sixty-five) own shares at the average unit price of PLN 3.40. The total acquisition price, including the cost of acquisition, amounted to PLN 65,821.67.

In line with information communicated by IPOPEMA Securities S.A.:

• on 09.07.2018,  2,807 IMS S.A. shares were acquired constituting 0.0084% share in the share capital of the Company and 0.0084% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.34;
• on 10.07.2018, 1,000 IMS S.A. shares were acquired constituting 0.0030% share in the share capital of the Company and 0.0030% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.40;
• on 11.07.2018, 5,470 IMS S.A. shares were acquired constituting 0.0163% share in the share capital of the Company and 0.0163% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.40;
• on 12.07.2018, 5,098 IMS S.A. shares were acquired constituting 0.0152% share in the share capital of the Company and 0.0152% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.41;
• on 13.07.2018, 4,890 IMS S.A. shares were acquired constituting 0.0146% share in the share capital of the Company and 0.0146% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.44.

The detailed list of transactions conducted in the period from 09.07.2018 to 13.07.2018 is included in the attachment to this report.

The nominal value of one share is PLN 0.02, and the total nominal value of shares acquired on the dates mentioned above was PLN 385.30. The acquired block of 19,265 shares constitutes 0.0575% of Company share capital and gives 19,265 votes constituting 0.0575 % votes in the General Shareholder Meeting of the Company.

At present the Company holds in total 1,243,700 own shares, constituting 3.71% of Company share capital and giving 1,243,700 votes constituting 3.71% of votes in the General Shareholder Meeting of the Company.

Detailed legal basis: Article 2 paragraph 2 and 3 of the COMMISSION DELEGATED REGULATION (EU) 2016/1052

The Board of Directors of IMS S.A. informs of the receipt on 10 July 2018 of the notification pursuant to Article 19 paragraph 1 of the Market Abuse Regulation from the member of the Supervisory Board of IMS S.A. Mr Andrzej Chajec – regarding the disposal shares of IMS S.A.

The notification constitutes an attachment to this report.

The Board of Directors of IMS Spółka Akcyjna with its registered office in Warsaw (“the Company”) informs that in the period from 02.07.2018 to 06.07.2018 the Company acquired, through IPOPEMA Securities S.A., 22,958 (twenty-two thousand nine hundred and fifty-eight) own shares at the average unit price of PLN 3.43. The total acquisition price, including the cost of acquisition, amounted to PLN 78,961.24.

In line with information communicated by IPOPEMA Securities S.A.:

• on 02.07.2018, 3,850 IMS S.A. shares were acquired constituting 0.0115% share in the share capital of the Company and 0.0115% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.46;
• on 03.07.2018, 5,390 IMS S.A. shares were acquired constituting 0.0161% share in the share capital of the Company and 0.0161% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.50;
• on 04.07.2018, 6,263 IMS S.A. shares were acquired constituting 0.0187% share in the share capital of the Company and 0.0187% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.46;
• on 05.07.2018, 6,009 IMS S.A. shares were acquired constituting 0.0179% share in the share capital of the Company and 0.0179% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.37;
• on 06.07.2018, 1,446 IMS S.A. shares were acquired constituting 0.0043% share in the share capital of the Company and 0.0043% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.35.

The detailed list of transactions conducted in the period from 02.07.2018 to 06.07.2018 is included in the attachment to this report.

The nominal value of one share is PLN 0.02, and the total nominal value of shares acquired on the dates mentioned above was PLN 459.16. The acquired block of 22,958 shares constitutes 0.0685% of Company share capital and gives 22,958 votes constituting 0.0685 % votes in the General Shareholder Meeting of the Company.

At present the Company holds in total 1,224,435 own shares, constituting 3.66% of Company share capital and giving 1,224,435 votes constituting 3.66% of votes in the General Shareholder Meeting of the Company.

Detailed legal basis: Article 2 paragraph 2 and 3 of the COMMISSION DELEGATED REGULATION (EU) 2016/1052

The Board of Directors of IMS S.A. informs of the receipt on 5 July 2018 of the notification pursuant to Article 19 paragraph 1 of the Market Abuse Regulation from the member of the Supervisory Board of IMS S.A. Mr Andrzej Chajec – regarding the disposal shares of IMS S.A.

The notification constitutes an attachment to this report.

IMS Spółka Akcyjna (joint-stock company) with its registered office in Warsaw at ul. Puławska 366 (02-819 Warsaw) entered into the register of entrepreneurs kept by the District Court for the capital city of Warsaw in Warsaw, 13th Economic Division of the National Court Register under KRS no. 278240 (“Company”) acting pursuant to Article 388  § 1 of the Commercial Companies Code and § 10 paragraph 3 (sentence one) of the Articles of Association of the Company convenes for 31 July 2018 an Extraordinary General Shareholder Meeting of IMS S.A. which will be held in the registered office of the company at ul.  Puławska 366 at 12.00.

The agenda of the Extraordinary General Meeting of the Company is as follows:

• Opening of the Extraordinary General Meeting of the Company,
• Election of the Chairman of the Extraordinary General Meeting of the Company,
• Preparation of the attendance list and confirmation of the proper convocation of the Extraordinary General Meeting and its ability to adopt resolutions,
• Election of the Tellers Committee,
• Adoption of the agenda of the Extraordinary General Meeting of the Company,
• Adoption of a resolution regarding the extension of the scope of authorisation of the Board of Directors to increase the share capital of the Company,
• Adoption of a resolution on amendments to the Articles of Association of the Company,
• Adoption of a resolution regarding determination and approval of the consolidated text of the Articles of Association of the Company,
• Any other business,
• Closing of the Extraordinary General Shareholder Meeting of the Company.

The Board of Directors of IMS S.A. informs of the receipt on 2 July 2018 of the notification pursuant to Article 19 paragraph 1 of the Market Abuse Regulation from the member of the Supervisory Board of IMS S.A. Mr Andrzej Chajec – regarding the disposal shares of IMS S.A.

The notification constitutes an attachment to this report.

With reference to Resolution No. 19 of 25 May 2017 and in connection with Resolution No. 26 of 6 June 2018 of the Annual General Meeting of IMS S.A. (“AGM”), the Board of Directors of IMS S.A. (“Company”, “Issuer”) provides attached the following:
– resolution No. 1 of the Board of Directors of IMS S.A. of 28 June 2018 regarding the adoption of the update of the Company Own Shares Buy-back Programme adopted with Resolution No. 1 of the Board of Directors of IMS S.A. on 13 February 2018 – resolution No. 1 contains the consolidated text of the Own Shares Buy-back Programme;
– resolution No. 2 of the Board of Directors of IMS S.A. of 28 June 2018 regarding the terms and conditions as well as the procedure to exercise Tranche 3 of the Company Own Shares Buy-back Programme.

The update of the Own Shares Buy-back Programme results from Resolution No. 26 of 6 June 2018 adopted by the AGM and refers to:
– authorisation of the Board of Directors of IMS S.A. to acquire another 2,000,000 own shares of the Company;
– transferring additional PLN 5,000,000 to acquire the above mentioned own shares;
– extending the deadline to acquire own shares by 31 December 2019;

In line with the updated, consolidated text of the Own Shares Buy-back Programme, the objective of the Programme in force is the acquisition by the Company of not more than 3,000,000 own shares so as to:
– redeem them, or
– intend them for resale, or
– intend them for another legitimate purpose indicated by the Board of Directors of the Company.

The AGM allotted in total PLN 7,500,000.00 to acquire own shares, including apart from the price of the own shares also the costs of acquiring them. After being updated, the Programme shall run till 31 December 2019; however, no longer than the funds allotted to acquire the shares are exhausted. The Board of Directors of the Company, acting in the best interest of the Company, after consulting the Supervisory Board of the Company is authorised to:
– cease the acquisition of Shares before 31 December 2019 or before all the funds allotted for their acquisition are exhausted,
– resign from acquiring the Shares in whole or in part.

The Programme shall be carried out in tranches executed in the period specified above.

As part of Tranche 3 shares shall be acquired through an entity rendering investment services (a brokerage house). In Tranche 3 the Issuer intends to acquire not more than 300,000 shares and allots for the acquisition the amount of PLN 750,000. Tranche 3 shall run from 2 July to 27 July 2018 (including this date) unless the funds allotted for the acquisition of Tranche 3 are completely exhausted earlier.

The Board of Directors of IMS S.A. (“Company”, “Issuer”) with reference to current reports No. 26/2018 of 19.06.2018 and 27/2018 of 20.06.2018, in connection with the transfer of all disposed shares to the Issuer’s account informs that on 25th June this year the buy-back of own shares within the 2nd Tranche of the Own Shares Buy-back Programme executed under Resolution No.19 of the Annual General Meeting of IMS S.A. of 25 May 2017 was completed and cleared.

Within this Tranche the Company acquired 640,000 shares of the total nominal value of PLN 12,800, constituting 1.91% of the share capital of the Issuer and giving right to 640,000 votes in the GM (1.91% of total votes).

The shares were acquired by the Company at the price of PLN 3.70 per share.

Within the 2nd Tranche the Issuer acquired all own shares which were offered for acquisition.As at 25 June 2018 the Issuer holds 1,201,477 own shares of the nominal value of PLN 24,030, which constitute 3.59% of the share capital of the Issuer and give right to 1,201,477 votes in the GM (3.59% of total votes).

The Issuer, pursuant to Article 364 paragraph 2 of the Commercial Companies Code, does not exercise its right to vote from own shares held.

Detailed legal basis: Article 2 paragraph 2 and 3 of the COMMISSION DELEGATED REGULATION (EU) 2016/1052