INFORMATION 69 MAR A. CZESZEJKO-SOCHACKI – DOWNLOAD

Management Board of IMS S.A. (‘Company’) announces that on 24 July 2025 the Company received a notification, pursuant to Art. 69.1.2(a) of the Act of 29 July 2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies, from Cacheman Limited on a change in its share in the total number of votes in IMS SA.

The above notification is related to a change (decrease) in the total number of votes in the Company in connection with the sale of IMS S.A. shares as part of the IMS S.A. Equity Share Buyback Programme.

 

The notification is attached to this report.

INFORMATION 19 MAR A. CZESZEJKO-SOCHACKI – DOWNLOAD

The Board of Directors of IMS S.A. informs of the receipt on 24 July 2025 of the notification pursuant to Article 19 paragraph 1 of the MAR from the member of the Supervisory Board of IMS S.A. Mr Artur Czeszejko-Sochacki – regarding the acquisition shares of IMS S.A.

The notification constitutes an attachment to this report.

Notification – M. Kornacki Article 19 MAR – DOWNLOAD

Notification – D. Lichacz Article 19 MAR – DOWNLOAD

Notification – P. Bielawski Article 19 MAR – DOWNLOAD

 

The Management Board of IMS S.A. announces that on 23 July 2025 it received notifications, pursuant to Article 19(1) of the MAR Regulation, from three members of the Management Board of IMS S.A. concerning transactions in the Company’s shares.

The notifications constitute attachments to this report.

 

Management Board of IMS S.A. (“Company”, “Issuer”), with reference to current reports No. 12/2025 of 20 June 2025 and No. 13/2025 of 23 June 2025, hereby announces that on 22 July 2025, the share buyback programme, carried out pursuant to Resolution No. 8 of the Ordinary General Meeting of the Company of 18 June 2025 and Resolution No. 1 of the Management Board of IMS S.A. of 20 June 2025, was completed and settled.

As part of the buyback, offers to sell a total of 32,378,574 shares of the Company were submitted. Due to the fact that the total number of shares of the Company submitted by the Shareholders for sale under the invitation exceeded the total number of shares that the Company intended to acquire, i.e. 625,000 shares, the Company made a proportional reduction of offers using the reduction rules described in the invitation. The reduction rate was 98.07%.

In connection with the above, the Company acquired 625,000 shares with a total nominal value of PLN 12,500, representing approximately 1.78% of the Issuer’s share capital and entitling to 625,000 votes at the General Meeting (1.78% of the total number of votes at the General Meeting). The shares were acquired by the Company at a price of PLN 8.00 per share. In accordance with Resolution No. 8 of 18 June 2025 of the Ordinary General Meeting of IMS S.A., the Company’s own shares were acquired for redemption.

As at 22 July 2025, the Issuer holds a total of 625,000 equity shares with a nominal value of PLN 12,500.

Pursuant to Article 364(2)  of the Commercial Companies Code, the Issuer does not exercise voting rights attached to its equity shares.

With reference to current report No. 6/2024 of 28 February 2024, the Management Board of IMS S.A. (“Company”, “Issuer”) hereby announces that today the Company received a letter informing that the commercial agreement of 28 February 2024 will not be continued. The agreement will expire on the date for which it was concluded, i.e. on 28 February 2026.
At the same time, the Management Board of the Company informs that it intends to maintain the agreement in force and will take steps to continue cooperation.

The Management Board of IMS S.A. (‘Issuer’) hereby announces that the Ordinary General Meeting of Shareholders of the Issuer’s subsidiary Audio Marketing spółka z ograniczoną odpowiedzialnością with its registered office in Koszalin (‘Subsidiary’) adopted a resolution on 30 June 2025 on the allocation of the Subsidiary’s net profit generated in the financial year 2024 and the payment of dividends.
The Ordinary General Meeting of Shareholders of the Subsidiary decided that the net profit generated in the financial year 2024, in the amount of PLN 2,942,167.30  (in words: two million nine hundred and fourty-two thousand one hundred sixty-seven zlotys and thirty groszy) and a further amount of PLN 3,157,832.70 (in words: three million one hundred and fifty-seven thousand eight hundred thirty-two zlotys and seventy groszy) – from the reserve capital and previously transferred to this capital as profit from previous years, i.e. a total amount of PLN 6,100,000.00 (in words: six million one hundred thousand zlotys), shall be allocated in full to the payment of dividends.
The dividend date has been set for 30 June 2025, and the dividend payment date will be 12 August 2025. The Issuer holds 100% of the shares in the Subsidiary, and the funds obtained will increase the Issuer’s current assets.

Management Board of IMS S.A. (‘Issuer’) hereby announces that the Ordinary General Meeting of Shareholders of the Issuer’s subsidiary APR spółka z ograniczoną odpowiedzialnością with its registered office in Katowice (‘Subsidiary’) adopted a resolution on 24 June 2025 on the allocation of the Subsidiary’s net profit generated in the financial year 2024 and the payment of dividends.

 The Ordinary General Meeting of Shareholders of the Subsidiary decided that the net profit generated in the financial year 2024, in the amount of PLN 3,757,107.60 (in words: three million seven hundred and fifty-seven thousand one hundred and seven zlotys and sixty groszy) and a further amount of PLN 3,243,092.40 (in words: three million two hundred and forty-three thousand ninety-two zlotys and forty groszy) – from the reserve capital and previously transferred to this capital as profit from previous years, i.e. a total amount of PLN 7,000,200.00 (in words: seven million two hundred thousand zlotys), shall be allocated in full to the payment of dividends.

The dividend date has been set for 24 June 2025, and the dividend payment date will be 27 June 2025. The Issuer holds 100% of the shares in the Subsidiary, and the funds obtained will increase the Issuer’s current assets.

Invitation to submit sale proposals fro shares of IMS S.A. – DOWNLOAD

With reference to ESPI report No. 12/2025 of 20 June 2025 and in connection with the receipt by IMS S.A. (hereinafter referred to as the ‘Company’ or the ‘Issuer’) from Dom Maklerski Banku Ochrony Środowiska S.A., ul. Marszałkowska 78/80, 00-517 Warsaw (hereinafter referred to as ‘DM BOŚ’), a signed agreement, on the basis of which DM BOŚ will act as an intermediary in the transaction of purchase of the Company’s own shares, the Issuer hereby announces the procedure and conditions for the purchase of own shares contained in the attached document ‘Invitation to submit sale proposals of IMS S.A. shares’.

Resolution No. 1 of IMS S.A. on the buyback of the Company’s Equity Shares – DOWNLOAD

 

In reference to Resolution No. 8 of the Ordinary General Meeting (‘OGM’) of IMS S.A. (“Company”, “Issuer”) of 18 June 2025, about which the Issuer’s Management Board informed in current report RB 10/2025 of 18 June 2025, the Issuer’s Management Board hereby submits:

 

– the content of Resolution No. 1 of the Management Board of IMS S.A. of 20 June 2025 on the buyback process of the Company’s Equity Shares (‘ Equity Share Buyback’). The detailed schedule of technical activities, including those performed with the investment company indicated in this announcement, has been excluded from the content, limiting the information provided below to the dates most important for shareholders in connection with the implementation of the Share Buyback.

 

The purpose of the Equity Share Buyback is for the Company to buy back no more than 625,000 (in words: six hundred and twenty-five thousand) of its Equity Shares for redemption (‘Equity Shares’). The Equity Shares represent approximately 1.78% of the total number of shares in the Company. In accordance with the provisions of the above-mentioned Resolution No. 8 of the General Meeting of Shareholders, the buyback of Equity Shares may take place by 31 July 2025.

 

The General Meeting of Shareholders allocated up to PLN 5,000,000 (in words: five million zlotys) from the reserve capital for the buyback of Equity Shares, which will be additionally increased by the costs of the Equity Share Buyback.

 

The buyback of Equity Shares will be carried out by way of an invitation to submit offers to sell the Company’s shares addressed to all shareholders of the Company. The invitation will be announced on 23 June 2025, the submission of offers to sell will last from 25 June 2025 to 16 July 2025, and the conclusion and settlement of transactions based on the allocation of Equity Shares will take place on 22 July 2025.

 

The Buyback of Equity Shares will be carried out on a pro rata basis.

 

Dom Maklerski Banku Ochrony Środowiska S.A., ul.
 Marszałkowska 78/80, 00-517 Warsaw, has been selected as the intermediary for the Buyback of Equity Shares, with which the Company will conclude a separate agreement.

 

Detailed legal basis: Art. 17(1) MAR – confidential information and Art. 2 of Commission Delegated Regulation (EU) 2016/1052 of 8 March 2016.

The Management Board of IMS S.A. (“the Company”) announces the list of shareholders holding at least 5% of votes at the Annual General Meeting of the Company held on 18.06.2025, specifying the number of votes to which each of them is entitled under the shares held and indicating their percentage share in the number of votes at this General Meeting and in the total number of votes.

1) Michał Kornacki – number of shares held: 6.643.044, number of votes attributable to shares held: 6.643.044, which entitled to 29.36% of votes at the Annual General Meeting and constitutes 18.93% of the total number of votes;
2) Dariusz Lichacz – number of shares held: 6.500.000, number of votes attributable to shares held: 6.500.000, which entitled to 28.73% of votes at the Annual General Meeting and constitutes 18.52% of the total number of votes;
3) CACHEMAN LIMITED – number of shares held: 3.550.862, number of votes attributable to shares held: 3.550.862, which entitled to 15.69% of votes at the Annual General Meeting and constitutes 10.12% of the total number of votes;
4) FRAM Fundacja Rodzinna – number of shares held: 2.219.346, number of votes attributable to shares held: 2.219.346, which entitled to 9.81% of votes at the Annual General Meeting and constitutes 6.32% of the total number of votes;
5) PEPE Fundacja Rodzinna – number of shares held: 1.824.110, number of votes attributable to shares held: 1.824.110, which entitled to 8.06% of votes at the Annual General Meeting and constitutes 5.20% of the total number of votes.