The Management Board of Agora S.A. with its registered office in Warsaw ("Company" or "Agora"), with reference to regulatory filings No. 35/2023 of November 30, 2023 and No. 3/2019 of February 20, 2019, and also No. 1/2022 of February 1, 2022, 2/2022 of February 16, 2022, No. 16/2022 of May 19, 2022, No. 26/2022 of June 29, 2022, No. 29/2022 of July 29, 2022, No. 31/2022 of August 19, 2022, No. 11/2023 of February 27, 2023 and No. 14/2023 of February 27, 2023, hereby informs that today the Company has completed negotiations with SFS Ventures s.r.o. with its seat in Prague (“SFS Ventures”), as a result of which the Company has concluded annex No. 14 to the Shareholders Agreement of February 20, 2019 (“Annex”)(“Agreement”), in which, apart from amending the Agreement, the parties agreed on the final sale price of 11% of shares of Eurozet sp. z o.o. (“Eurozet”) share capital.

In particular, the Annex amended the principles of exercising by the Company the right to purchase form SFS Ventures the remaining 49% of the share capital of Eurozet (“Call Option 2”) in such a way that the Company shall be entitled to purchase shares under Call Option 2 for (i) fixed price of EUR 38,750,000, if the Company files to SFS Ventures the Call Option Request 2 (“Call Option Request”) until May 31, 2024 or, in case the Company shall not file the Call Option Request until May 31, 2024 (ii) for price determined in accordance with the formula stipulated in the Agreement and adjusted by economic and financial parameters of Eurozet capital group as determined in the Agreement, whereby the price shall not be less than EUR 38,750,000, if the Company files the Call Option Request until September 30, 2024 or EUR 40,000,000 if the Company files the Call Option Request after September 30, 2024. Minimum prices as mentioned above shall be increased by the amount equaling 49% of Eurozet net profit for the year 2023, if the resolution of Eurozet shareholders on the distribution of profit for the financial year 2023 shall not be adopted before the Call Option Request, based on principles determined in the Agreement, and the Call Option Request shall be filed after June 14, 2024.

The Annex also amends some of the financial parameters affecting the determination of price for the purchase of Eurozet shares by Agora and expands the catalogue of matters for which the consent of the Supervisory Board is required, by a qualified majority vote.

Other provisions of the Agreement have not been materially changed.

Additionally, the Annex provides for the agreement on the final sale price for 110 shares of Eurozet share capital, purchased by Agora on February 27, 2023 for the initial price of EUR 9,170,000. The parties agreed that the final sale price amounts to EUR 9,500,000. In accordance with the above, the Company is obligated to pay for the benefit of SFS Ventures the difference between the initial and final price in the amount of EUR 330,000 within 10 working days since completion of the Annex.

Legal basis: Art. 17 sec. 1 of Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directive 2003/124/EC, 2003/125/EC and 2004/72/EC - confidential information.