RB: 9/2023
Date: 13 April 2023
Acquisition of Saturn Fitness Group sp. z o.o.
Legal basis: Art. 17 item 1 of MAR – inside information

Text of the report:

Management Board of Benefit Systems S.A. with its registered seat in Warsaw (the "Issuer") hereby announces that on April 13, 2023, the Issuer, as the buyer, concluded with, inter alia, Ms. Katarzyna Beata Szafron, as the seller (the “Seller”) – shareholder of Saturn Fitness Group sp. z.o.o. with its registered seat in Warsaw ("Saturn Fitness Group"), agreement for the sale of shares in the share capital of Saturn Fitness Group ("Agreement"). The Seller is not related to the members of the Issuer's governing bodies.

Under the Agreement the Issuer acquired shares representing 100% of the share capital of the Saturn Fitness Group (the “Shares”).

The total valuation of the transaction amounts to PLN 27.6 million. The amount consists of the selling price for the Shares and Saturn Fitness Group cash liabilities amount, resulting from an acquisition by the Saturn Fitness Group of organized parts of the enterprises of Saturn Investment Katarzyna Szafron sp. j., Saturn Fitness sp. z o.o. and Saturn Fitness Plus sp. z o.o. companies in the form of inter alia 6 fitness clubs (located in Gdynia, Warsaw, Kraków, Chorzów, Gorzów Wielkopolski and Łódź) before the conclusion of the Agreement.

The selling price for the Shares could be increased by PLN 1.1 million on the terms and conditions set in the provisions of the Agreement, inter alia achieving by the Saturn Fitness Group revenue level set in the provisions of the Agreement.

The Agreement also specifies other obligations of the parties to the Agreement not deviating from the applicable standards for this type of agreement.