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POLISH FINANCIAL SUPERVISION AUTHORITY |
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UNI - EN REPORT No |
263 |
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2026 |
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Date of issue: |
2026-06-11 |
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Short name of the issuer |
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NOVATURAS AB |
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Subject |
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Regarding the counterclaim filed by N. Kockar in the arbitration case |
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Official market - legal basis |
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Art. 17 ust. 1 MAR
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Unofficial market - legal basis |
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Contents of the report: |
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The repeated Annual General Meeting of Shareholders of AB Novaturas _hereinafter -
the Company_, convened on 12 June 2026, will take a decision, among other, regarding
increase of the Company's authorised capital with additional contributions from shareholders,
from EUR 234,210 to EUR 675,386.46, by issuing up to 14,705,882 ordinary registered
shares with a nominal value of EUR 0.03 each _hereinafter - the New Shares_. Considering that the contemplated public offering of the New Shares complies with
the conditions set out in Articles 1_4__db_ and 1_5__ba_ of Regulation _EU_ 2017/1129
of the European Parliament and of the Council of 14 June 2017 on the prospectus to
be published when securities are offered to the public or admitted to trading on a
regulated market _hereinafter - the Regulation_, pursuant to which, for the public
offering of shares and admission thereof to trading on regulated markets, a document
prepared in accordance with Annex IX to the Regulation _hereinafter - the Offering
Document_ may be used, and in compliance with the requirements set out in the Regulation
that the Offering Document must include, among other, a statement that the issuer
has not delayed the disclosure of inside information during the offer period in accordance
with Regulation _EU_ No 596/2014, the Company hereby informs that its shareholder,
Neset Kockar, who currently holds 23.2% of the Company's shares, has filed a counterclaim
against the Company in the arbitration case being heard by the Vilnius Court of Commercial
Arbitration. This case arises from Willgrow, UAB's claim against Mr Neset Kockar for
his failure to fulfil obligations under the transaction for the acquisition of the
Company's shares _hereinafter - the Transaction_, as announced in the Company's notice
on 7 March 2025. In the arbitration proceedings initiated by Willgrow, UAB, Neset Kockar has filed
a counterclaim against Willgrow, UAB seeking the recovery of EUR 13,400,000 in unjust
enrichment, naming the Company as a co-defendant. In the opinion of the Company, the counterclaim vis--vis the Company filed by Mr Neset
Kockar is unfounded and unlikely to be upheld. The counterclaim vis--vis the Company
has not been substantiated by any factual circumstances or evidence, and the legal
basis set out is formulated in abstract terms. Furthermore, the Company had neither
the ability nor the obligation to influence the performance or non-performance of
the Transaction in any way, either under applicable law or under the terms of the
Transaction documents
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Annexes |
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File |
Description |
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