Bittnet : Signing the investment agreement with 2net computer SRL

Current Report nr. 11 / 2022

Current report according toDate of reportLaw 24/2017, FSA Reg 5/2018 06.04.2022

Name of the issuing entity

BITTNET SYSTEMS S.A.

Legal Adress

Strada Șoimus Nr. 23, Bloc 2, Apartament 24, Sector 4, Bucuresti

Adress

Strada Tudor Arghezi 8-10, București 020945

Telefon/Fax

021.527.16.00 / 021.527.16.98

Fiscal Code

21181848

Number with the Trade Registration

J40/3752/2007

The market where the securities issued are traded:Segment: BSE Main Market; Category: StandardTicker

BNET - shares

BNET23, BNET23A, BNET23C - bonds

Subscribed and paid share capital

48,043,690.40 RON

Total number of shares

480.436.904 shares face value RON 0.10 per share

Signing the investment agreement with 2net computer

BITTNET SYSTEMS S.A. (hereinafter referred to as "Company" / "Issuer") informs investors about signing of the investment agreement for the full acquisition of 2net computer SRL, a romanian IT&C integrator with focus on the Brasov region and central Transylvania.

The 2net computer SRL operations will be integrated in Dendrio Solutions SRL, part of the Technology Division of the Bittnet Group, thus consolidating the "Cloud & infrastructure" business segment in the Transylvania region, after the acquisition of TopTech.

2net computer SRL is a Romanian company with over 20 years of experience in providing IT&C products and services, especially in the Brasov area for local and international clients with presence in Brasov, Harghita and Covasna counties.

2net computer provides technology products and solutions such as:

• • design and implementation for technical security systems,

• • technology solutions & services for configuring equipment, servers, storage, networking, software, virtualization, hardware & software security,

• • computer and PC hardware (computers, laptops, tablets, software, Office applications, Antivirus, etc.),

• • hardware printing (printers, multifunction scanners),

• • data & video surveillance & access control,

• • industrial automation for the trade activity of IT and peripheral equipment.

With the acquisition of 2 net computer by Dendrio Solutions, Bittnet's Technology Division is consolidating its presence in the Transylvanian region. For last year, 2net computer SRL achieved total revenues of RON 25 million and estimated EBITDA of RON 2 million, as well as a net profit of approximately RON 1.4 million. For 2021, the company had 24 employees and collaborators.

The transaction price will be RON 2,556,020 and will be adjusted accordingly, for the state of the company ("net debt") and non-core assets. In addition, Dendrio will take over a shareholder loan worth RON 1.2 million.

For a good understanding of the size of the "Cloud & Infrastructure" business segment, we further offer the financial results of the 3 companies in 2021 (Dendrio Solutions, TopTech and 2net computer). Total revenues are close to RON 170 million, EBITDA: RON 11 million, and net profit of RON 6 million. The financials of TopTech and 2net computer are not consolidated in the financial statements of the Group for the year 2021.

RON, thous.	Dendrio	TopTech	2net computer	Total fiscal year 2021
Revenue	89,000	55,000	25,000	169,000
EBITDA	6,300	2,400	2,000	10,700
Net profit	2,800	1,600	1,400	5,800

As in the case of the transaction with TopTech, the investment agreement with 2net computer will be subject to the approval of the Competition Council.

President of the Board

Mihai Alexandru Constantin Logofatu