To: The Romanian Financial Supervisory Authority Financial Instruments and Investments Sector The Bucharest Stock Exchange Regulated Spot Market, Category Int'l (Shares) From DIGI COMMUNICATIONS N.V. CURRENT REPORT
pursuant to Law no. 24/2017 on issuers of financial instruments and market operations and to the Romanian Financial Supervisory Authority Regulation no. 5/2018 on issuers and operations with securities, as subsequently amended and supplemented and the provisions of Article 99 of the Bucharest Stock Exchange Code, Title II, Issuers and Financial Instruments
Report date: Name of the issuing entity: Statutory seat: | 23 March 2026 DIGI COMMUNICATIONS N.V. (the "Company") Amsterdam, The Netherlands | ||
Visiting address: | Bucharest, 75 Dr. N. Staicovici, Forum 2000 Building, Phase I, 4thfloor, 5thDistrict, Romania | ||
Phone/Fax/Email | +4031.400.65.05 / +4031.400.65.06 / | ||
investor.relations@digi-communications.ro | |||
Registration number | with | The | Registration number with The Netherlands Chamber of |
Commerce Business Register: 34132532/29.03.2000 RSIN: 808800322
Romanian Tax Registration Code: RO 37449310 Share Capital: EUR 6,808,514.86 Number of shares in issue: 100,000,000 (out of which (i) 64,539,054 class A shareswith a nominal value of ten eurocents (€ 0.10) each and
(ii) 35,460,946 class B shares, with a nominal value of one
eurocent (€ 0.01) each)
Number of listed shares: 35,460,946 class B shares Regulated market on which the issued Bucharest Stock Exchange, Main Segment, Category securities are traded: Int'l (Shares) Important events to be reported: Decision of the Board of Directors regarding theissuance of new shares
The Company hereby informs the market that the Board of Directors approved today, 23 March 2026, in accordance with the Resolution of the Extraordinary General Meeting of the Shareholders dated 20 March 2026, that on 8 April 2026 (the "Record Date") the Company shall effect the issuance of 120,293,334 Class A Shares, each with a nominal value of EUR 0.10 (the "New Class A Shares") and 70,921,892 Class B Shares, each with a nominal value of EUR 0.01 (the "New Class B Shares" and together with the New Class A Shares the "New Shares") (the "Issuance") against the conversion of part of the Company's retained earnings amounting to EUR 12,738,552.32 into share equity (the "Conversion"), which will be allotted to the existing shareholders of the Company as at the Record Date, as follows:
for each existing and outstanding Class A share, two New Class A Shares will be allotted; and
for each existing and outstanding Class B share, two New Class B Shares will be allotted, whereby any shares held by the Company in treasury shall be excluded as a matter of Dutch law.
The Board of Directors has determined the following relevant dates in connection with the Issuance and Conversion:
7 April 2026 as Ex-date;
8 April 2026 as Record Date;
9 April 2026 as Payment Date
Pursuant to the Conversion and the Issuance, the issued share capital of the Company shall amount to EUR 19,547,067.18, divided into 184,832,388 Class A shares, each with a nominal value of EUR 0.10 and 106,382,838 Class B shares, each with a nominal value of EUR 0.01.
The Board of Directors also approved the document containing the information set out in Annex IX to the Regulation 2017/1129/EU in connection with the Issuance and the Conversion, which is attached to this current report.
Serghei Bulgac Chief Executive Officer