In reference to the contents of current report No. 8/2023 of 27 January 2023 informing about agreeing and signing the Merger Plan for the company Unibep SA with its registered office in Bielsk Podlaski (Issuer, Acquiring Company) with the company Budrex Sp. z o.o. with its registered office in Białystok and the first notification of shareholders about the intention to merge, the Management Board of the Issuer acting pursuant to Art. 504 of the Polish Code of Commercial Companies and Partnerships (KSH) of 15 September 2000, hereby, for the second time, notifies the shareholders of its intention to merge with Budrex Sp. z o.o. with its registered office in Białystok (Acquired Company).

The merger will take place in accordance with the provisions of Art. 492 (1)(1) of the Polish Code of Commercial Companies and Partnerships (KSH), i.e., by transferring all assets of the Acquired Company to the Acquiring Company. As a result of the merger, the Acquiring Company — in accordance with the provisions of Art. 494 (1) of the Polish Code of Commercial Companies and Partnerships (KSH) — will assume all rights and obligations of the Acquired Company as of the merger date. Considering that all shares in the share capital of the Acquired Company are held by the Acquiring Company, having regard to wording of Art. 514 (1) of the Polish Code of Commercial Companies and Partnerships, the merger will take place without increasing the share capital of the Acquiring Company.

At the same time, the Management Board of the Acquiring Company informs that the merging Companies, pursuant to the provision of Art. 500 (21) and Art. 505 (31) of the Polish Code of Commercial Companies and Partnerships, not later than one month before the date of commencement of the meeting of shareholders or the general meeting of shareholders at which the first resolution on the merger is to be adopted, and continuously until the end of the meeting of shareholders adopting the last resolution on the merger, will make available free of charge to the public on the websites of the merging Companies, at the following addresses:

for the Acquiring Company: https://unibep.pl/
for the Acquired Company: https://budrex.unibep.pl/
the following documents pursuant to Art. 505 (1) of the Polish Code of Commercial Companies and Partnerships:

1) Merger Plan;
2) Financial statements and reports of management boards on the activities of the merging companies for the last three financial years
with the audit report, if such audit report was composed;
3) Draft resolution of the Extraordinary General Meeting of UNIBEP SA on the merger of the Companies;
4) Draft resolution of the Extraordinary General Meeting of Shareholders of Budrex Sp. z o.o. on the merger of Companies;
5)  Determining the value of the assets of the Acquired Company, Budrex Sp. z o.o. as of 1 December 2022;
6) Statement on the book value of Budrex Sp. z o.o. as of 1 December 2022.

This notification is the second notification.

According to the information provided in current report No. 9/2023, the Extraordinary General Meeting, whose agenda includes the adoption of a resolution on the merger of the Issuer with the Acquired Company, will be held on 1 March 2023 at 10:00 in the registered office of the Company in Bielsk Podlaski.