Report 12/2022

Legal basis: Article 17 sec. 1 of MAR - confidential information

Content of the report:

The Management Board of Grupa Pracuj S.A. (the “Company”) discloses to public information which disclosure to public was delayed based on Article 17 section 4 of the Regulation 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 Directives 2003/124/EC, 2003/125/EC and 2004/72/EC, regarding determining the key terms of a potential transaction for an acquisition of shares in Spoonbill Holding GmbH with the alternative investment firm Investcorp and making decision on commencing negotiations of the specific terms and conditions of the share sale and purchase agreement relating to those shares (the “Inside Information”).

Disclosure of the Inside Information to the public was delayed on May 11, 2022.

The content of the delayed Inside Information:

“The Management Board of Grupa Pracuj S.A. (the “Company”) informs that as part of ongoing preliminary negotiations the Company and the alternative investment firm Investcorp have reached an agreement with respect to two key terms of a potential share purchase transaction i.e. (i) its subject – acquisition by the Company directly 100% of shares in Spoonbill Holding GmbH and indirectly 100% of shares in Spoonbill GmbH, softgarden e-recruiting GmbH and absence.io GmbH, as well as (ii) enterprise value at the level of EUR 115m (the “Potential Transaction”). Thus, the Company commenced negotiations with Investcorp aimed at determining the specific terms and conditions of the share purchase agreement within the Potential Transaction (“Share Purchase Agreement”).

The commencement of the negotiations described above does not mean that the terms and conditions of the Share Purchase Agreement will be finally agreed and the Potential Transaction will take place.

The Company will inform about the conclusion of the Share Purchase Agreement or other termination of the aforementioned negotiations in a separate current report in accordance with the applicable provisions of law.”