27/2023 – Information on the Registration of the Merger of Trakcja S.A. with the Subsidiary BTW sp. z o.o.

The Management Board of Trakcja S.A. (“Issuer”) announces that, based on data from the Central Information of the National Court Register, it received information today about the entry made on June 29, 2023, in the Register of Entrepreneurs of the National Court Register, maintained by the District Court for the Capital City of Warsaw, XII Commercial Division of the National Court Register, regarding the merger of the Issuer with BTW sp. z o.o., based in Wrocław (“Acquired Company”).

The Issuer notified about the merger of the companies twice through reports: 6/2023 dated March 13, 2023, and 8/2023 dated March 28, 2023.

The merger of the companies was executed pursuant to Article 492 § 1 point 1 of the Commercial Companies Code (KSH) through the transfer of all assets of the Acquired Company to the Issuer. The merger occurred without increasing the share capital and without exchanging the shares of the Acquired Company for the Issuer’s shares due to the Issuer holding 100% of the shares in the Acquired Company.

In accordance with Article 494 § 1 of KSH, from the date of registration, the Issuer has succeeded to all rights and obligations of the Acquired Company and has also become a party to all contracts entered into by the Acquired Company.

The purpose of the merger is to achieve more effective utilization of the combined companies’ potential and to gain both direct and indirect economic-financial synergy effects.

Legal Basis: Article 17 MAR – Confidential Information