Grupa Zywiec S A : First notification of the shareholders on the planned merger with Browar Namysłów spółka z ograniczoną odpowiedzialnością

14.02.2020

Current report No. 3/2020

FIRST NOTIFICATION OF THE SHAREHOLDERS ON THE PLANNED MERGER

According to the Article 504 of the Commercial Companies Code, in relation to the Article 4021 of the Commercial Companies Code, the Management Board of Grupa Żywiec Spółka Akcyjna with its registered office in Żywiec, address: ul. Browarna 88, 34-300 Żywiec, entered into the register of entrepreneurs of the National Court Register maintained by the District Court in Bielsko-Biała, 8th Commercial Division of the National Court Register, under number KRS 0000018602, REGON no.: 070511111, NIP no.: 5530007219, share capital PLN 25,678,342.50, paid in whole (the "Company"), hereby notifies for the first time the shareholders on the intention to perform the merger of the Company, as acquiring company, with Browar Namysłów spółka z ograniczoną odpowiedzialnością with its registered office in Namysłów, address: ul. Bolesława Chrobrego 26, 46-100Namysłów, entered into the register of entrepreneurs of the National Court Register maintained by the District Court in Opole, 8th Commercial Division of the National Court Register, under number KRS 0000048856, REGON no.: 530909728, NIP no.: 7520005384 ("Browar Namysłów"), as acquired company.

The merger shall be effected on the basis of the Article 492.1(1) of the Commercial Companies Code, by the transfer of all assets of Browar Namysłów to the Company (merger by the acquisition), in accordance with the conditions set in the merger plan of 31 January 2020.

From 31 January 2020, the merger plan is publicly available on the websites of the merging companies, i.e. www.browarnamyslow.com.pl(in case of Browar Namysłów) and www.grupazywiec.pl(in case of the Company).

Date of holding Extraordinary General Meeting of the Company's Shareholders, which agenda will include adoption of a resolution on the merger, will be notified by the Company's Management Board separately, in accordance with the Articles 4021 and 4022 of the Commercial Companies Code.

The Management Board also informs that on the Company's internet website (indicated above), starting from the date of this notification, i.e. from 14 February 2020, specific documents related to the planned merger, indicated in the Article 505.1 of the Commercial Companies Code (excluding documents which preparation is not required by relevant provisions), are available and will be available indefinitely (and not less than until adoption of a resolution on the merger by the Extraordinary General Meeting of the Company's Shareholders) in electronic form with printing possibility. Notwithstanding this, all shareholders have possibility to familiarize themselves with the above merger documentation in the Company's registered office, address: ul. Browarna 88, 34-300 Żywiec.