Allterco : Annex 9

ALLTERCO JSCo

103 Cherni Vrah Blvd.

1404 Sofia Bulgaria tel: [phone]

www.allterco.com

ANNEX 9

UNDER ART:33A IN RELATION TO ART. 33, PARA. 1, ITEM 3 OF ORDINANCE 2 OF 17.09.2003

TO THE INTERIM REPORT ON BUSINESS ACTIVITIES OF ALLTERCO JSCo

AS OF THE SECOND QUARTER OF 2021

ON INDIVIDUAL BASIS

The Board of Directors of ALLTERCO JSCo, UIC: 201047670, with registered office and address of management, Sofia, 103 Cherni Vrah Blvd., notifies all current and future investors that the information presented in this document has been prepared in connection with the requirements of Art. 33a in relation to Art. 33, para. 1, item 3 of Ordinance No. 2 of the Financial Supervision Commission and represents Annex No. 9 of the above-mentioned legal act. It contains the legally determined information about the activity of the company on consolidated basis for the period from 01.01.2021 to 30.06.2021. It is in the interest of the investors to get acquainted with the provided information before making a decision to invest in the company's securities.

THE FINANCIAL SUPERVISION COMMISSION IS NOT RESPONSIBLE FOR THE ACCURACY OF THE INFORMATION PROVIDED

The persons responsible for damages caused by incorrect, misleading or incomplete data in this information as of 30.06.2021 are:

Svetlin TODOROV - President of the Board of Directors

Dimitar DIMITROV - Executive member of the Board of Directors Nikolay MARTINOV - Member of the Board of Directors

1.1. Change of the persons exercising control over the company.

During the reporting period there was no change in the persons exercising control over the company.

As of 30.06.2021the capital structure of ALLTERCO JSCo is as follows:

	NAME OF SHAREHOLDER			PERCENTAGE OF THE
			CAPITAL
	Svetlin Todorov	32,48 %
	Dimitar Dimitrov	32,48 %
	Other individuals and legal entities	35,04 %

1.2. Initiating insolvency proceedings for the company or its subsidiary and all significant stages related to the proceedings.

During the reporting period no insolvency proceedings were initiated for the company or its subsidiary.

1

1.3. Concluding or executing significant transactions.

During the reporting period no significant transactions outside the ordinary course of business were concluded or executed.

1.4. Decision to conclude, terminate and cancel a joint venture agreement.

During the reporting period no decision was made to conclude, terminate and cancel a joint venture agreement.

1.5. Change of the company's auditors and reasons for the change. During the reporting period there was no change in the company's auditors.

By decision of the General Meeting of Shareholders, held on 28.06.2021, the audit commitment of PRIMORSKA AUDIT COMPANY Ltd., UIC: 103599983, registered auditor 086 with lead auditor Marian Nikolov, registered 061 was confirmed.

1.6. Initiation or termination of a court or arbitration case relating to liabilities or receivables of the company or its subsidiary, with a claim value of at least 10 percent of the company's equity.

During the reporting period no court or arbitration case was initiated or terminated, referring to liabilities or receivables of the company or its subsidiary, with a claim value of at least 10 percent of the company's equity.

Regarding the claims of Link Mobility Group AS (Link), which the Norwegian company made with an official letter dated July 6, 2020 in connection with the Share Purchase Agreement (SPA) concluded with Allterco JSCo for the acquisition of its telecommunications business in Europe, including EUR 1 561 535.80, which Link has stated that it will set off against the obligation to pay the balance of the price and the amount of EUR 1 337 210.20, payable by bank transfer or by return of the shares of the capital of the sole owner of Link Mobility Group AS acquired by Allterco JSCo as part of the price, as well as costs and other costs in connection with these claims - currently these claims are not subject to any legal or arbitration proceedings.

1.7. Purchase, sale or established pledge of shares in commercial companies by the issuer or its subsidiary.

During the reporting period there is no purchase, sale or established pledge of shares in commercial companies by the issuer or its subsidiary.

1.8. Other circumstances that the company considers may be important for the investors in deciding to acquire, sell or continue to hold publicly traded securities.

- During the reporting period the management announced that it started a process of registration of

the shares of Allterco JSCo for trade on Frankfurt Stock Exchange. The decision is provoked by the

strong interest by foreign clients, partners and institution investors to buy shares of the Company. The goal of the listing to Frankfurt Stock Exchange is to make the shares of Allterco JSCo. more easily available to foreign investors as well as to provide the company with more financing and business development options.

• During the reporting period, in relation with its plans to enter the Asian markets and optimization of logistics for the Asian region, Allterco has established a joint venture in China. The new company will have a seat and office in Shenzhen, Guangdong province, where currently are concentrated most of the production activities of Allterco Robotics Ltd. The registered capital of the new company will be CNY 100 000 or BGN 25 124,30 according to the fixing of Bulgarian National Bank as of 04 March 2021. The initial participation of Allterco JSCo. will be 30% with an option to acquire additional up to 50% of the shares and reach a controlling stake of 80% in case the business meets the targets. The remaining part of the capital is owned by a long-term business partner of Allterco Robotics in China.
• During the reporting period the Company has received a Letter of Intent in which Skylight Venture Capital Pte. Ltd. express its interest for acquiring the 3 Asian subsidiaries of Allterco JSCo: ALLTERCO PTE (Singapore), ALLTERCO SDN (Malaysia) и ALLTERCO Co., Ltd. (Thailand), which provide telecommunication services on the Asian market. The proposed indicative price is EUR 2 100 000 and it is subject to due diligence and consequent negotiations. The Board of Directors of Allterco JSCo has approved and on 8 June 2021 the Company has signed with Skylight Venture Capital Pte. Ltd. a non-binding agreement (Term Sheet) where the parties determine the conditions for signing a share-purchase agreement and the terms of the purchase
• During the reporting period on the basis of the exemption from the obligation to publish a prospectus under Article 1, paragraph 5, point(j) of REGULATION (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive
  2003/71/EC (the "Prospectus Regulation"), Allterco JSCo has published an Exemption Document for the purpose of admission to trading on a regulated market -the Frankfurt Stock Exchange - of 17 999 999 ordinary dematerialized shares of Allterco JSCo, ISIN BG1100003166. On the basis of the said legal exemption is seeking for admission to trading on the Frankfurt Stock Exchange without a Prospectus. The admission to trading on the Frankfurt Stock Exchange is subject to an administrative procedure.

• The General Meeting of the Shareholders on its ordinary session that was held on 28.06.2021 took the decision for distribution and payment of dividend in total amount of BGN 3 599 999.8 or BGN 0,20 per share.
• Allterco JSCo, as a lender and Allterco Asia Ltd., as a borrower signed Loan Agreement, whereas the conditions of the loan shall be as follows: provision of a loan amount upto a limit of EUR 250 000, for a period of 1 year against one-month EURIBOR, increased by 2,7 (two point seven) point of allowance per year, but not less than 2,7% (two point seven percent) total annual interest, which is accrued on a 3-month basis to the utilized amount of the loan limit. The loan is provided to ensure the working capital for the start-up business of Allterco Asia Ltd. related to the development of the Shelly and MyKi markets in the territories of Asia and Australia and for the coverage of current costs in this regard, such as (office rental, staff rental, provision of goods, etc.).
• In relation with the closed during 2019 deal for the sale of five subsidiaries of Allterco JSCo to Link Mobility Group AS, the due date for the payment of the last instalment, representing 20% of the agreed purchase prices at the amount of EUR 1562 thousand was in August 2021 no payment was received as of the date of the preparation of the current document. The management of Allterco JSCo. has undertaken the necessary steps to clarify the reason for non-performance and it is ready to undertake legal actions against the buyer in order to ensure that the due amount is collected.

Other circumstances that the company believes may be important for the investors in deciding to acquire, sell or continue to hold shares were publicly disclosed, incl. in the Report on the Business Activities of the company for the second quarter of 2021 on individual basis and the Explanatory Notes thereto.

On behalf of Allterco JSCo

Dimitar	Digitally signed by Dimitar
Stoyanov	Stoyanov Dimitrov
Date: 2021.08.30 17:01:50

Executive Director: ………………………….Dimitrov +03'00'

Dimitar Dimitrov