Transaction within the scope of art. 114, para. 2 of the Law on Public offering of securities

Sofia, Bulgaria, December 19, 2024 - Pursuant to the requirements of Article 100t of the LPOS and in conjunction with Article 114, par. 9 of the LPOS, "Sopharma" AD (SFA: “Bulgarian Stock Exchange” AD, SPH: Warsaw Stock Exchange) hereby informs, that The Board of Directors, at its meeting held on December 19, 2024, in accordance with the requirements of art. 114, para 2 of the LPOS and in accordance with the Group's strategy for optimization and focus on health related activities, approved the conclusion of the following transaction:

"Sopharma" AD, UIC 831902088, as a seller, to conclude a sales agreement for all shares owned by it in the capital of its subsidiary "Pharmalogistika" AD, UIC: 130959211 with "Sofprint Group" AD, UIC: 175413277 as a buyer.

Interested parties participation:

"Sofprint Group" AD, UIC: 175413277 is an interested party in accordance with art. 114, para 7, item 2 of the LPOS as a subsidiary of "Donev Investments Holding" AD, UIC: 831915121, a shareholder owning over 25% of the capital of "Sopharma" AD. 

Transaction Value in accordance with the requirements of art. 114, para 5 ot the LPOS:

The total value of the transaction is the market value of BGN 4 391 687.16 according to a market valuation dated December 17, 2024 prepared by an independent appriser. 

Assessment of the applicability conditions under Art. 114, para. 2 of the LPOS:

The value of the described transaction does not exceed the threshold under Art. 114, para. 1, item 1, b. b) of the LPOS, but due to the participation of an interested party, it is regulated by art. 114, para. 2 of the LPOS. 

Assessment of the applicability under Art. 114, para. 6 of the LPOS:

Regarding this transaction, the hypothesis of Art. 114, para. 6 of the LPOS does not apply.