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WYNIKI FINANSOWE GRUPY AGORA  W 3. KWARTALE 2023 R.

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WYNIKI FINANSOWE GRUPY AGORA W 3. KWARTALE 2023 R.

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Company data

AGORA S.A.
Czerska 8/10 Street
00-732 Warszawa

AGO -1,69%
mWIG40 0,13%
WIG-MEDIA 1,02%

Regon: 11559486
Numer KRS: 59944
NIP: 526-030-56-44

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September 26, 2017 / 17:59

16/2017 Announcement of buy-back offer for shares of Agora S.A.

The Management Board of Agora S.A. ("the Company") with its registered seat in Warsaw hereby announces the offer to purchase no more than 1,191,635 shares of the Company constituting no more than 2.50% of the Company's share capital ("the Offer").

The Offer was announced in relation to execution of the share buyback program subject to the rules specified in the resolution no. 19 of the Ordinary General Meeting of Shareholders of June 21st, 2017 on adoption of the Buyback Program (“the Resolution”). The resolution was published in the form of a regulatory filing no. 10/2017 dated June 21st, 2017.

All shareholders of the Company are entitled to participate in the Offer. Within the Offer, the Company shall purchase no more than 1,084,595 bearer shares traded on Warsaw Stock Exchange and no more than 107,040 registered shares, respectively constituting no more than 2.28% and 0.22% of the Company's share capital. The offered price for the Share is PLN 20.00. The Company shall spend up to PLN 23,832,713 to finance this Offer.

On the basis of the Resolution, the Company was entitled to buy by means of one or more offers, no more than 1,537,594 shares constituting no more than 3.23% of the Company’s share capital. The Management Board of the Company was entitled to buy back shares until 31st of December, 2017, no longer than until the reserve capital in the amount of PLN 23,832,713 allocated for the implementation of the share buyback program (including the acquisition costs) have been exhausted.  Taking into account that the Resolution provided for the minimum and maximum purchase price of the Company's shares at PLN 15.50 per share and PLN 20.00 per share, respectively, and that the final share purchase price was set at PLN 20.00, the final number of the shares to be purchased was set at 1,191,635, so that the total price for the acquisition of shares was covered by the reserve capital allocated for the share buyback program.

The offers will be accepted beginning from October 2nd, 2017 until October 6th, 2017. The settlement of transactions shall take place on October 10th, 2017.

The entity intermediating in the execution and settlement of the Offer is Bank Millennium - Millennium Dom Maklerski S.A.

The full text of the Offer is available on the Company's website www.agora.pl.

Disclaimer:

The Offer is not a public tender offer to subscribe for the sale or exchange of shares as referred to in Article 73 and the following of the act dated 29 July, 2005 on public offering, conditions governing the introduction of financial instruments to organised trading, and public companies. In particular, the Offer is not subject to Article 77 and 79 of the above Act or the Regulation of the Minister of Development and Finance dated 14 September 2017 regarding the forms of public tender offers to subscribe for the sale or exchange of shares in a public company, the detailed procedures of the announcement thereof, and the conditions of acquiring shares in result of such tender offers. The Offer is also not an offer as defined in Article 66 of the Polish act dated 23 April, 1964 - the Civil Code. The Offer is not an offer of purchase and does not solicit the sale of any securities in any state where the making of any such offer or soliciting the sale of securities would be illegal or would require any permits, notifications or registration. The Offer document does not constitute investment, legal or tax advice. In any and all matters related with the Offer the investors should consult investment, legal and tax advisors. An entity that responds to the Offer bears all the legal, financial and tax consequences of the investment decisions made thereby.

Legal basis: article 17, paragraph 1 of the Regulation of the European Parliament and Council Regulation (EC) No. 596/2014 of 16th of April, 2014 on market abuse (Regulation on Market Abuse), and repealing Directive 2003/6/EC of the European Parliament and of the Council and the Commission Directive 2003/124/EC, 2003/125/EC and 2004/72/EC.

Offer for the sale of ordinary bearer shares

Offer for the sale of registered shares

Power of attorney

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