IMPEL : Merger of Impel S.A. with its Subsidiary TMSI Partners S.à r.l.

Merger of Impel S.A. with its Subsidiary TMSI Partners S.à r.l.

Current Report No. 23/2016 of 19 December 2016

The Management Board of Impel S.A., reports that 16 December 2016 District Court for Wrocław - Fabryczna, VI Commercial Division of the National Court Register (KRS) entered in the register Merger of Impel S.A. with TMSI Partners S.à r.l. (TMSI) with its registered office in Luxemburg

The merger a cross-border one was based on Art. 492 § 1.1) and Art. 5161 and subsequent of the Code of Commercial Companies and Art. 278 of the Luxemburg Law by transferring all assets of TMSI to Impel S.A. (merger by acquisition). As a result of the merger, Impel S.A., as the Acquiring Company took over all rights and obligations of TMSI, and TMSI was wound down without carrying out liquidation process and signed off from the Luxemburg Register of Trade and Companies as well as all other public registers, in accordance with the Luxemburg Law.

Given the fact that Impel S.A. is the only partner of TMSI, pursuant to Art. 515 § 1 in connection with Art. 5161, Art. 51614 and Art. 51615 KSH and subsequent of the Code of Commercial Companies and Art. 261 of the Luxemburg Law, the merger was effected without increasing the share capital of Impel S.A.

Legal basis: Art. 17.1 of MAR (market abuse regulation) - confidential regulation