The Board of Directors of IMS S.A. (“Company”, “Issuer”) with reference to current reports No. 51/2019 of 27.11.2019 and 52/2019 of 28.11.2019 informs that on 20th December this year the buy-back of own shares within the 9th Tranche of the Own Shares Buy-back Programme executed under Resolution No.19 of 25 May 2017 in connection with Resolution of the Annual General Meeting No.26 of 6 June 2018 was completed and cleared.

Within this Tranche the Company acquired 730,000 shares of the total nominal value of PLN 14,600, representing 2.25% of the Issuer’s share capital and giving right to 730,000 votes in the GM (2.25% of total votes). The shares were acquired by the Company at the price of PLN 3.70 per share.

As at 20 December 2019 the Issuer holds 949,245 own shares of the nominal value of PLN 19,984.90, which constitute 2.93% of the share capital of the Issuer and give right to 949,245 votes in the GM (2.93% of total votes).

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

The Board of Directors of IMS S.A. will recommend that the coming General Meeting of Shareholders redeem all own shares held.

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

In connection with report No. 52/2019 of 28 November this year and fulfilling provisions of point 8 of the Offer to Acquire the Shares of IMS S.A., the Board of Directors of IMS S.A. informs that the reduction rate in the 9th tranche of the buy-back of own shares is 78.47%.

With reference to current report 51/2019 of 27 November this year and regarding Resolution No. 19 of 25 May 2017 in connection with Resolution No. 26 of 6 June 2018 of the Annual General Meeting of IMS S.A., the Board of Directors of IMS S.A. (“Company”, “Issuer”) informs that today the Supervisory Board of the Company issued a positive opinion on the proposal of the Board of Director regarding the price (consideration) and the number of shares acquired under the 9th Tranche of the Own Shares Buy-back Programme.

Due to the afore, today the Board of Directors of the Company set the price (consideration) under the 9th Tranche of the Buy-back Programme at PLN 3.70 (say: three zloty 70/100) per share and the number of acquired shares at 730,000 (say: seven hundred and thirty thousand).

The Board of Directors recommends that the General Meeting of Shareholders redeems own shares acquired under the 9th Tranche of own shares buy-back, as was the case for own shares acquired in Tranche 6, 7 and 8 of the Buy-back Programme.

Also, the Company informs that Members of the Board of Directors of the Issuer who are also shareholders of the Company submitted their declarations of non-participation in the 9th Tranche of own shares buy-back.

The entity acting as an intermediary in conducting the 9th Tranche of own shares buy-back is Dom Maklerski Banku Ochrony Środowiska S.A., ul. Marszałkowska 78/80, 00-517 Warsaw.

The Board of Directors of IMS S.A. (“Company”, “Issuer”) informs that today it made the decision to start the search for a strategic investor to implement Company’s development plans relating to its international expansion. The Issuer identified several interesting acquisition targets operating in the Issuer’s industry, which have their registered offices mostly in Europe. In the opinion of the Board of Directors extending the Capital Group with several profitable foreign entities generating revenue of about PLN 15-100 million is possible only with the support of a strong, objective-driven partner. This objective is to increase significantly the revenue and profits of the IMS Capital Group and, consequently, to increase the Company’s share value. The Issuer is considering attracting a financial or professional investor, forming a strategic alliance or conducting another transaction of a similar nature. For the above reasons, the Issuer is planning to conduct talks with prospective investors and partners; also, after concluding appropriate confidentiality agreements, it may disclose to the interested parties information on affairs, assets and operations of the Company and the IMS Capital Group.

In the nearest future the Board of Directors of the Issuer is planning to conclude an agreement with a global consulting company which will support the Issuer in conducting the above mentioned activities.

The Board of Directors of IMS Spółka Akcyjna with its registered office in Warsaw (“Company”) informs that in the period from 21.10.2019 to 23.10.2019 the Company acquired, through OPERA Dom Maklerski Sp. z o.o., 4,870 (four thousand eight hundred seventy) own shares at the average unit price of PLN 3.62. The total acquisition price, including the cost of acquisition, amounted to PLN 17,702.57. The shares were acquired under Tranche 8 of the Company Own Shares Buy-back Program.

In line with information submitted by OPERA Dom Maklerski Sp. z o.o.:

• on 21.10.2019, 1,650 IMS S.A. shares were acquired constituting 0.0051% share in the share capital of the Company and 0.0051% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.63;
• on 22.10.2019, 1,500 IMS S.A. shares were acquired constituting 0.0046% share in the share capital of the Company and 0.0046% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.63;
• on 23.10.2019, 1,720 IMS S.A. shares were acquired constituting 0.0053% share in the share capital of the Company and 0.0053% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.632

The detailed list of transactions conducted in the period from 21.10.2019 to 23.10.2019 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 97.40. The acquired block of shares constitutes 0.0150% of the Company’s share capital and gives 4,870 votes constituting 0.0150% votes in the General Shareholder Meeting of the Company.

At the same time, the Board of Directors of IMS S.A. informs that on 23 October 2019 the buy-back of own shares under Tranche 8 of the Own Shares Buy-back Program was completed (in line with the adopted schedule) and settled.

The buy-back was carried out under Resolution No.19 of the Annual General Meeting of the IMS S.A. (“AGM”) of 25 May 2017 and Resolution No. 26 of the Annual General Meeting of the IMS S.A. (“AGM”) of 06 June 2018.

As part of Tranche 8 the Company acquired in total 37,675 shares of the total nominal value of PLN 753.50, representing 0.1164% of the Issuer’s share capital and giving right to 37,675 votes in the GM (0.1164% of total votes). The average unit acquisition price was PLN 3.68 per share.

At present the Company holds in total 219,245 own shares, constituting 0.68% of the Company’s share capital and giving 219,245 votes constituting 0.68% of votes in the General Shareholder Meeting of the Company. In line with the decision of the Board own shares held by the Company shall be intended for redemption, of which:

– own shares acquired as part of Tranche 6 – the decision of the Board of Directors of IMS S.A. of 15 March 2019;

– own shares acquired as part of Tranche 7 – the decision of the Board of Directors of IMS S.A. of 24 July 2019;

– own shares acquired as part of Tranche 8 – the decision of the Board of Directors of IMS S.A. of 24 October 2019;

The Board of Directors of IMS S.A. will recommend the General Shareholder Meeting of the Company redeem the own shares acquired within the above mentioned Tranche 6, 7 and 8 of the Buy-back after the the entire Buy-back Program mentioned above has been completed.

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

In line with Resolution No.26 of the AGM of 6 June 2018, the Company may still use for the purpose of own shares acquisition the amount of PLN 2,745,000 by 31 December 2019 at the latest.

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 (“Company”) informs that in the period from 14.10.2019 to 18.10.2019 the Company acquired, through OPERA Dom Maklerski Sp. z o.o., 7,739 (seven thousand seven hundred thirty nine) own shares at the average unit price of PLN 3.63. The total acquisition price, including the cost of acquisition, amounted to PLN 28,197.22. The shares were acquired under Tranche 8 of the Company Own Shares Buy-back Program.

In line with information submitted by OPERA Dom Maklerski Sp. z o.o.:

• on 14.10.2019, 589 IMS S.A. shares were acquired constituting 0.0018% share in the share capital of the Company and 0.0018% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.64;
• on 15.10.2019, 1,800 IMS S.A. shares were acquired constituting 0.0056% share in the share capital of the Company and 0.0056% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.64;
• on 16.10.2019, 1,850 IMS S.A. shares were acquired constituting 0.0057% share in the share capital of the Company and 0.0057% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.63;
• on 17.10.2019, 1,900 IMS S.A. shares were acquired constituting 0.0059% share in the share capital of the Company and 0.0059% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.64;
• on 18.10.2019, 1,600 IMS S.A. shares were acquired constituting 0.0049% share in the share capital of the Company and 0.0049% votes in the General Shareholder Meeting. The average unit acquisition price was PLN 3.63.

The detailed list of transactions conducted in the period from 14.10.2019 to 18.10.2019 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 154.78. The acquired block of shares constitutes 0.0239% of the Company’s share capital and gives 7,739 votes constituting 0.0239% votes in the General Shareholder Meeting of the Company.

At present the Company holds in total 214,375 own shares, constituting 0.66% of the Company’s share capital and giving 214,375 votes constituting 0.66% 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