ESPI 5/2023 Signing significant investment agreements

Management Board of IMS S.A. (“Issuer”) informs that on 28th March 2023 more investment agreements were signed concerning the acquisition of the capital in the subsidiary Closer Music Sp. z o.o. (‘the Company’, ‘Closer Music’), dealing with the development and commercialisation of its own music libraries. The Company will issue and sell shares representing a total of 0.73% of the share capital to the investors for the amount of PLN 363,7, i.e. at an estimated pre-money valuation of 100% of Closer Music shares of PLN 50 million. The investors will pay 100% of the issue price of the new shares within 7 days after signing the agreement. The Company will use the funds raised for further development, in particular to expand the sales application and acquire new customers. The investors are:

– Mr Piotr Bielawski, Vice-President of the Management Board and Finance Director of the Issuer, who will acquire 0.2% of the shares for a price of PLN 100.5 thousand;

– Mr Wojciech Piwocki, Vice-President of the Management Board and Sales Director of the Issuer, who will acquire 0.33% of shares at a price of PLN 162.7 thousand;

– a manager with several years of experience in commercial positions at IMS S.A., who will acquire 0.2% of the shares at a price of PLN 100.5 thousand.

In calculating the number and % of shares for the investors, in addition to the 10,015 Closer Music shares registered with the KRS, 435 shares have been taken into account, which will be allocated to two beneficiaries of the completed Incentive Programme for 2020 – 2022. The agreements, in order to be implemented in their entirety, require the necessary resolutions to be passed by the Closer Music Shareholders’ Meeting. If the aforementioned resolutions are not adopted by 30th June 2023, the agreements will be automatically terminated and their provisions will have no legal effect, and the issue price paid will be refunded to the investors’ account.

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