With reference to current report no. 8/2021 dated July 30, 2021, the Management Board of P4 sp. z o.o. (the “Company”, “Play”) hereby reports that on September 22, 2021, the Company entered into an Agreement for the Sale and Purchase in respect of 100% shares in UPC Polska sp. z o.o. (“UPC Polska”) with its current shareholder belonging to, Liberty Global group.

The acquisition (on a debt-free and cash-free basis) will be made for cash consideration of PLN 7.0 billion, corresponding to 2020 EBITDAaL multiple of 9.3x before synergies and ca. 7x after revenue and costs synergies. The acquisition will be financed from own cash and additional debt issuance at Play level.

UPC Polska is one of the largest internet service provider in Poland with 3.7 million homes passed in FTTx and 1.5 million subscribers. In 2020 UPC Polska generated PLN 1.7 billion in revenue and PLN 757 million of EBITDAaL.

Based on 2020 financial results, combined revenues of Play and UPC Polska amounts to PLN 9 billion and combined EBITDAaL is at PLN 3.2 billion. Play and UPC will be providing telecommunication services to over 17 million subscribers.

Acquisition of UPC Polska is subject to approval of the relevant antitrust authorities. The closing of the transaction is expected in H1 2022.

Legal basis: Art. 17 MAR