Photon Energy N.V. (WSE:PEN) acquired 43.25% stake in Lerta Sp. z oo for approximately PLN80 million on December 22, 2022. The Group acquired 7,449,750 shares in the transaction, representing 43.25% of Lerta's equity, for a combination of a PLN 2.16 million cash consideration, the transfer of 2,330,110 treasury shares in Photon Energy N.V. and 1,238,521 Photon Energy N.V. shares to be newly issued in an in-kind contribution expected to close in Q1 2023. As of 31 December 2022, Photon Energy N.V. will hold 85.62% of Lerta's shares and gain 100% ownership following the completion of the in-kind contribution. Upon the completion of the transaction, the Founders will jointly hold approximately 5.78% of Photon Energy N.V.'s fully issued share capital. The Founders are subject to a lock-up on their Photon Energy N.V. shares and have provided representations and warranties commensurate with this type of transaction. The Founders will be subject to an earn-out and management incentive plan which will entitle them to a maximum of 2,383,846 additional Photon Energy N.V. shares, subject to the achievement of an Economic Value Added of at least EUR 10 million by the New Energy Division in the financial year 2025.

Photon Energy N.V. (WSE:PEN) completed the acquisition of 43.25% stake in Lerta Sp. z oo on December 22, 2022.