Reports

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Current report No. 8/2026 - 15.04.2026

Appointment of the Member of the Issuer’s Supervisory Board

Details

The Management Board of MLP Group S.A. (the “Company”) hereby announces that on 15 April 2026, it was notified that one of the Company’s shareholders, Cajamarca Holland B.V. of Delft, the Netherlands, in the exercise of its rights under the Company’s Statute, on April 15, 2026 appointed Mr. Sagi Cohen to the Company’s Supervisory Board for the current joint 3-year term of office. Mr. Cohen serves as Member of the Supervisory Board.

Mr. Sagi Cohen has extensive professional experience in finance and the real estate sector. Currently, he serves as Vice President Finance & Investments at Land Development of Nimrodi Group Ltd. publicly listed on the Tel Aviv Stock Exchange. In the years 2024-2026, he has also held the position of Chief Financial Officer at Timora – Real Estate Fund, specializing in the acquisition, improvement, and management of real estate assets in Israel. In the years 2009–2022, Mr. Cohen served as Chief Financial Officer at Giron Development and Building Ltd., a publicly listed company engaged in the acquisition, development, leasing, and management of real estate in Israel and abroad, including operations in Poland. In this role, he was responsible, among other things, for overseeing financial operations and international activities. From 2005 to 2009, he worked at Ernst & Young Israel as an Audit Department Manager.

Mr. Sagi Cohen holds a Master of Business Administration (MBA) degree with a specialization in Finance and Management from The College of Management Academic Studies in Rishon LeZion (2007–2008), as well as a Bachelor’s degree in Business Administration with a specialization in Accounting from the same institution (2002–2005).

The Management Board further announces that according to Mr. Sagi Cohen’s representations, he is not engaged in any activities outside the Company’s business which would compete with the Company’s business, he is not a partner in a competing civil law partnership, a member of a competing company under commercial law or a member of a governing body of any competing legal entity, and is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register (KRS).

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information

§ 5 point 6) in connection with § 11 of the Regulation of the Minister of Finance of 6 June 2025 on current and periodic information provided by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state.

Current report No. 7/2026 - 13.04.2026

Resignation from the function of Member of the Issuer’s Supervisory Board

Details

The Management Board of MLP Group S.A. (the “Company”) hereby announces that on 12 April 2026, Mr. Oded Setter submitted his resignation from the function of the Supervisory Board Member of the Company with effect as of 12 April 2026. As the reason for his resignation, he indicated the termination of his employment relationship with Land Development of Nimrodi Group Ltd., an indirect shareholder of Cajamarca Holland B.V., which had appointed him to the Supervisory Board of the Company in the exercise of its personal rights arising under the Company’s Statute.

 

Legal basis:

§ 5 point 5) in connection with § 10 of the Regulation of the Minister of Finance of 6 June 2025 on current and periodic information provided by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state.

Current report No. 6/2026 - 28.01.2026

Early full redemption of series G bonds by the Company

Details

The Management Board of MLP Group S.A. with its register office in Pruszków (the “Company”) announces that on January 28, 2026 it adopted a resolution to exercise its right to early redemption of the series G bonds in full, i.e. redemption of 41,000 series G bonds of the Company with a par value of EUR 1,000 each and a total par value of EUR 41,000,000 (ISIN code: PLO205000022) (the “Bonds”), in accordance with Section 4.2 of the Terms and Conditions of Issue of the Bonds (the “Terms and Conditions of Issue”).
In accordance with the Terms and Conditions of Issue, the date of early redemption of the Bonds has been set at 6 March 2026, i.e. the Interest Payment Date referred to in the Terms and Conditions of Issue (the “Early Redemption Date”).
The Bonds will be redeemed early through the payment by the Company for each Bond of an amount equal to the sum of: (i) the nominal value of one Bond, (ii) interest accrued and payable as at the Early Redemption Date, in accordance with the provisions of the Terms and Conditions of Issue, and (iii) a premium of 0.20% of the nominal value of one Bond.
Payments for the early redemption of the Bonds will be made in accordance with the provisions of the Terms and Conditions of Issue, through the National Securities Depository of Poland (in Polish: Krajowy Depozyt Papierów Wartościowych; the “NSD”) and the relevant depositary on the basis of and in accordance with the relevant NSD Regulations and the regulations of the relevant depositary.
The Issuer intends to file an application to the Warsaw Stock Exchange to suspend trading in the Bonds.

Legal basis:
Article 17(1) of MAR – Inside information.

Current report No. 5/2026 - 27.01.2026

Conclusion of the agreement for acting as Issuer’s Market Maker

Details

The Management Board of MLP Group S.A. (the “Company”) hereby announces that on January 26, 2026, the Company concluded with Dom Maklerski Bank Ochrony Środowiska S.A. with its registered office in Warsaw, the agreement for acting as the issuer’s market maker on the Warsaw Stock Exchange (Giełda Papierów Wartościowych w Warszawie S.A.). The agreement shall enter into force provided that, within 2 weeks from the date of receipt of a copy of the agreement, the Exchange Management Board does not raise any objection in accordance with § 88 of the Exchange Rules. The agreement shall be valid indefinitely.

Legal basis:

Article 17(1) of MAR Regulations – Inside information.

Current report No. 4/2026 - 21.01.2026

Early full repayment of facility loans by the subsidiaries of the Issuer

Details

The Management Board of MLP Group S.A. with its register office in Pruszków (the “Issuer”) announces that on January 21st, 2026, the subsidiaries of the Issuer submitted instructions to the lenders for the full early repayment of loans for a total principal amount of EUR 185 234 591.12 plus interest and other early repayment fees accrued, as regards the following loans:

  • the company MLP Pruszków V sp. z o.o. with its register office in Pruszków submitted instructions for the repayment of loans granted under the loan agreement of November 7th, 2019, concluded with BNP Paribas Bank Polska S.A. with its register office in Warsaw;
  • the companies MLP Pruszków I Sp. z o.o., MLP Pruszków III Sp. z o.o. and MLP Pruszków IV Sp. z o.o. submitted instructions for the repayment of loans granted under the loan agreement of May 9th, 2019, concluded with ING Bank Śląski S.A. with its register office in Katowice, Powszechna Kasa Oszczędności Bank Polski S.A. with its register office in Warsaw and Industrial and Commercial Bank of China (Europe) S.A. with its register office in Luxemburg;
  • the companies MLP Lublin Sp. z o.o., MLP Wrocław Sp. z o.o., MLP Gliwice Sp. z o.o. and MLP Teresin Sp. z o.o. submitted instructions for the repayment of loans granted under the loan agreement of April 9th, 2021, concluded with BNP Paribas Bank Polska S.A. with its register office in Warsaw and Powszechna Kasa Oszczędności Bank Polski S.A. with its register office in Warsaw.

The repayment is scheduled by January 22nd, 2026. As a result of these repayments the loans will be fully repaid and the abovementioned subsidiaries of the Issuer will have no further obligations towards the lenders arising from these loan agreements.

 

Legal basis:

Article 17 (1) of MAR – Inside information

 

Current report No. 3/2026 - 20.01.2026

Listing on the Official List of the Luxembourg Stock Exchange (the “Exchange”) and admission and introduction to trading on the alternative trading system (multilateral trading facility) Euro MTF Market operated by the Exchange of 4.75% senior notes with a total nominal value of EUR 350,000,000

Details

Further to Current Report No. 2/2026 of January 13, 2026, the Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company“) announces that on January 20, 2026, EUR 350,000,000 (three hundred fifty thousand million euro) aggregate principal amount of 4.75 % senior notes due 2031 (the “Notes“) were listed  on the Official List of the Luxembourg Stock Exchange (the “Exchange”) as well as admitted and introduced to trading on the alternative trading system (multilateral trading facility)  Euro MTF Market operated by the Exchange.

The Notes will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes were offered only to non-U.S. persons outside the United States in reliance on Regulation S under the Securities Act.

The date of admission and introduction of the Notes to trading and the date of first listing is January 20, 2026.

 

Legal basis:

Article 17(1) of MAR – Inside information.

 

Cautionary Statement

The Notes will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes were offered only to non-U.S. persons outside the United States (“U.S.”) in reliance on Regulation S under the Securities Act. The Notes may not be offered or sold in the United States or for the account or benefit of any U.S. person or in any way distributed in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.

This announcement is not being made in and copies of it may not be distributed or sent into any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale prior to registration or qualification under the securities laws of any jurisdiction, publication, distribution or release would be unlawful.

The Company does not intend to register the Notes in the United States or to conduct a public offering of the Notes in the United States.

This announcement does not constitute and shall not, in any circumstances, constitute an invitation to the public in connection with any offer or constitute any offer to the public, each within the meaning of Regulation (EU) 2017/1129 (“Prospectus Regulation”). In member states of the European Economic Area (“EEA”), this announcement and any offer of the securities will be made pursuant to an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); (ii) a customer within the meaning of Directive 2016/97 (the “Insurance Distribution Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” as defined in the Prospectus Regulation. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the securities or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the securities or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (“UK”). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a “qualified investor” as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA (“UK Prospectus Regulation”), and the expression an offer includes the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to purchase or subscribe for the securities. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (as amended, the “UK PRIIPs Regulation”) for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

In the UK, this announcement and any offer of the securities referred to herein in the UK will be made pursuant to an exemption under the UK Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein. Accordingly, any person making or intending to make an offer in the UK of Notes which are the subject of the offering contemplated may only do so in circumstances in which no obligation arises for the Company or any of the initial purchasers to publish a prospectus pursuant to Article 3 of the UK Prospectus Regulation, in each case, in relation to such offer.  Neither the Company nor the initial purchasers have authorized, nor do they authorize, the making of any offer of Notes in circumstances in which an obligation arises for the Company or the initial purchasers to publish a prospectus for such offer.  The expression “UK Prospectus Regulation” means Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA.

This communication is being distributed only to, and is only directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 in connection with the issue and sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Neither the content of the Company’s website nor any website accessible by hyperlinks on the Company’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement may include certain “forward-looking” statements within the meaning of applicable securities laws. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believes”, “expects”, “may”, “will”, “would”, “should”, “seeks”, “pro forma”, “anticipates”, “intends”, “plans”, “estimates”, or the negative of any thereof or other variations thereof or comparable terminology, or by discussions of strategy or intentions. These statements are not guarantees of future actions or performance and involve risks, uncertainties and assumptions as to future events that may not prove to be accurate. Actual actions or results may differ materially from what is expressed or forecasted in these forward-looking statements. As a result, the forward-looking statements and information contained in this announcement speak only as of the date hereof and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. Many factors could cause the Company’s results to differ materially from those expressed in these forward-looking statements.

 

Current report No. 2/2026 - 13.01.2026

Disclosure of inside information on the pricing of the issue of Notes

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”) hereby discloses to the public inside information, that it has priced its offering (the “Offering”) of EUR 350,000,000 (three hundred fifty million euro) aggregate principal amount of 4.75 % senior green notes due 2031 (the “Notes”) at a price equal to 100% of the aggregate principal amount thereof. Interest will be payable semi-annually.

The Company intends to allocate an amount equal to the net proceeds from the Offering to the financing and refinancing of its Eligible Green Assets. Pending full allocation of an amount equal to the net proceeds of the Offering to Eligible Green Assets, the Company intends to use the gross proceeds of the Offering to (i) fund certain new developments or land acquisitions, (ii) partially repay amounts outstanding under certain senior secured loan facilities, (iii) finance the repayment of the €41 million senior unsecured floating rate notes due 2026 issued by the Company and (iv) pay fees and expenses in connection with the Offering.

The Offering is expected to close on or about January 20, 2026, subject to customary conditions precedent for similar transactions. In connection with the Offering, the initial purchasers may engage in stabilizing transactions with a view to supporting the market price of the Notes at a level higher than that which might otherwise prevail. Any stabilizing action must be conducted in accordance with all applicable laws and rules.

It is intention of the Company to apply to list the Notes on the Official List of the Luxembourg Stock Exchange and for admission of the Notes to trading on the Euro MTF Market of the Luxembourg Stock Exchange. No listing prospectus has been prepared, distributed or approved.

There can be no assurance that the Offering or the use of proceeds therefrom will be completed.

Legal basis:

Article 17(1) of MAR – Inside information.

 

Cautionary Statement

The Notes will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes will be offered only to non-U.S. persons outside the United States (“U.S.”) in reliance Regulation S under the Securities Act. The Notes may not be offered or sold in the United States or for the account or benefit of any U.S. person or in any way distributed in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.

This announcement is not being made in and copies of it may not be distributed or sent into any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction, the publication, distribution or release would be unlawful.

The Company does not intend to register the Notes in the United States or to conduct a public offering of the Notes in the United States.

This announcement does not constitute and shall not, in any circumstances, constitute an invitation to the public in connection with any offer or constitute any offer to the public, each within the meaning of Regulation (EU) 2017/1129 (“Prospectus Regulation”). In member states of the European Economic Area (“EEA”), this announcement and any offer of the securities will be made pursuant to an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); (ii) a customer within the meaning of Directive 2016/97 (the “Insurance Distribution Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” as defined in the Prospectus Regulation. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the securities or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the securities or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (“UK”). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a “qualified investor” as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA (“UK Prospectus Regulation”), and the expression an offer includes the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to purchase or subscribe for the securities. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (as amended, the “UK PRIIPs Regulation”) for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

In the UK, this announcement and any offer of the securities referred to herein in the UK will be made pursuant to an exemption under the UK Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein. Accordingly, any person making or intending to make an offer in the UK of Notes which are the subject of the offering contemplated may only do so in circumstances in which no obligation arises for the Company or any of the initial purchasers to publish a prospectus pursuant to Article 3 of the UK Prospectus Regulation, in each case, in relation to such offer.  Neither the Company nor the initial purchasers have authorized, nor do they authorize, the making of any offer of Notes in circumstances in which an obligation arises for the Company or the initial purchasers to publish a prospectus for such offer.  The expression “UK Prospectus Regulation” means Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA.

This communication is being distributed only to, and is only directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 in connection with the issue and sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Neither the content of the Company’s website nor any website accessible by hyperlinks on the Company’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement may include certain “forward-looking” statements within the meaning of applicable securities laws. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believes,” “expects,” “may,” “will,” “would,” “should,” “seeks,” “pro forma,” “anticipates,” “intends,” “plans,” “estimates,” or the negative of any thereof or other variations thereof or comparable terminology, or by discussions of strategy or intentions. These statements are not guarantees of future actions or performance and involve risks, uncertainties and assumptions as to future events that may not prove to be accurate. Actual actions or results may differ materially from what is expressed or forecasted in these forward-looking statements. As a result, the forward-looking statements and information contained in this announcement speak only as of the date hereof and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws. Many factors could cause the Company’s results to differ materially from those expressed in these forward-looking statements.

Current report No. 1/2026 - 12.01.2026

Disclosure of delayed inside information on the issue of Notes

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”) hereby discloses to the public inside information, the disclosure of which was delayed on October 21st 2025, in accordance with Article 17(1) and (4) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of April 16th 2014 on market abuse and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directive 2003/124/EC;  2003/125/EC and 2004/72/EC (the “MAR“).

Content of the delayed inside information:

The Company intends to issue up to €350 million senior green notes due 2031 (the “Notes”) and has launched an offering (the “Offering”) of the Notes.

The interest rate, offering price and certain other terms will be determined at the time of pricing of the Notes, subject to market conditions.

The Company intends to allocate an amount equal to the net proceeds from the Offering to the financing and/or refinancing of its eligible assets and expenditures that meet the eligibility criteria defined within its Green Financing Framework. Pending full allocation of an amount equal to the net proceeds of the Offering to Eligible Green Assets, the Company intends to use the gross proceeds of the Offering to (i) fund certain new developments or land acquisitions, (ii) partially repay amounts outstanding under certain senior secured loan facilities, (iii) finance the repayment of the €41 million senior unsecured floating rate notes due 2026 issued by the Company and (iv) pay fees and expenses in connection with the Offering.

There can be no assurance that the Offering and use of proceeds therefrom will be completed.

The Offering of the Notes will be made to non-U.S. persons in offshore transactions in reliance on Regulation S under the U.S. Securities Act of 1933, as amended.

The Offering is addressed solely to qualified investors in the meaning of the EU Prospectus Regulation (Regulation (EU) 2017/1129 of the European Parliament and of Council of June 14th, 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/E as amended). Therefore in connection with the Offering no listing prospectus have been prepared, distributed nor approved.

It is intention of the Company to apply to list the Notes on the Official List of the Luxembourg Stock Exchange and for admission of the Notes to trading on the Euro MTF Market of the Luxembourg Stock Exchange.

Reasons justifying the delay of the disclosure of inside information:

In the opinion of the Management Board, the delay in the disclosure of the above Inside Information meets the conditions set out in MAR and in the guidelines of the European Securities and Markets Authority regarding the delay of the disclosure of inside information of September 17, 2024 at the time of the decision to delay the disclosure of inside information.

Earlier public disclosure of information about the issue of the Notes at the initial stage, whereas this stage could have ended with a negative decision to withdraw from the issue of the Notes, could have violated the interests of the Company.

In the opinion of the Company’s Management Board, in the described circumstances, immediate disclosure of information on the issue of the Notes raised the risk of violating the legitimate interests of the Company and its Capital Group. Disclosure of such information could create premises for investors investing in both shares and notes to make investment decisions not justified by the Company’s situation. As a result, it could damage the good name of the Company as an issuer present on both the stock and note markets.

In the opinion of the Company’s Management Board, there were no indications that the delay in disclosure of the Inside Information could have misled investors.

In the opinion of the Company’s Management Board, the confidentiality of the Inside Information was ensured, in particular, by exercising due diligence to keep it confidential, which also included the preparation of a list of persons having access to the Inside Information in question in accordance with Article 18 of MAR, which was monitored on an ongoing basis and, if necessary, updated.

 

Legal basis:

Article 17(1) (4) of MAR – Inside information.

 

Cautionary Statement

The Notes will not be, registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws. Accordingly, the Notes will be offered only to non-U.S. persons outside the United States (“U.S.”) in reliance Regulation S under the Securities Act. The Notes may not be offered or sold in the United States or for the account or benefit of any U.S. person or in any way distributed in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other security and shall not constitute an offer, solicitation or sale in the United States or in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction.

This announcement is not being made in and copies of it may not be distributed or sent into any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. the publication, distribution or release would be unlawful.

The Company does not intend to register the Notes in the United States or to conduct a public offering of the Notes in the United States.

This announcement does not constitute and shall not, in any circumstances, constitute an invitation to the public in connection with any offer or constitute any offer to the public, each within the meaning of Regulation (EU) 2017/1129 (“Prospectus Regulation”). In member states of the European Economic Area (“EEA”), this announcement and any offer of the securities will be made pursuant to an exemption under the Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the EEA. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, “MiFID II”); (ii) a customer within the meaning of Directive 2016/97 (the “Insurance Distribution Directive”), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a “qualified investor” as defined in the Prospectus Regulation. Consequently, no key information document required by Regulation (EU) No 1286/2014 (as amended, the “PRIIPs Regulation”) for offering or selling the securities or otherwise making them available to retail investors in the EEA has been prepared and therefore offering or selling the securities or otherwise making them available to any retail investor in the EEA may be unlawful under the PRIIPS Regulation.

The securities are not intended to be offered, sold or otherwise made available to and should not be offered, sold or otherwise made available to any retail investor in the United Kingdom (“UK”). For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client, as defined in point (8) of Article 2 of Regulation (EU) No 2017/565 as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018 (“EUWA”); (ii) a customer within the meaning of the provisions of the FSMA and any rules or regulations made under the FSMA to implement Directive (EU) 2016/97, where that customer would not qualify as a professional client, as defined in point (8) of Article 2(1) of Regulation (EU) No 600/2014 as it forms part of domestic law by virtue of the EUWA; or (iii) not a “qualified investor” as defined in Article 2 of Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA (“UK Prospectus Regulation”), and the expression an offer includes the communication in any form and by any means of sufficient information on the terms of the offer and the securities to be offered so as to enable an investor to decide to purchase or subscribe for the securities. Consequently no key information document required by Regulation (EU) No 1286/2014 as it forms part of domestic law by virtue of the EUWA (as amended, the “UK PRIIPs Regulation”) for offering or selling the Notes or otherwise making them available to retail investors in the UK has been prepared and therefore offering or selling the Notes or otherwise making them available to any retail investor in the UK may be unlawful under the UK PRIIPs Regulation.

In the UK, this announcement and any offer of the securities referred to herein in the UK will be made pursuant to an exemption under the UK Prospectus Regulation from the requirement to publish a prospectus for offers of the securities referred to herein. Accordingly, any person making or intending to make an offer in the UK of Notes which are the subject of the offering contemplated may only do so in circumstances in which no obligation arises for the Company or any of the initial purchasers to publish a prospectus pursuant to Article 3 of the UK Prospectus Regulation, in each case, in relation to such offer.  Neither the Company nor the initial purchasers have authorized, nor do they authorize, the making of any offer of Notes in circumstances in which an obligation arises for the Company or the initial purchasers to publish a prospectus for such offer.  The expression “UK Prospectus Regulation” means Regulation (EU) 2017/1129 as it forms part of domestic law by virtue of the EUWA.

This communication is being distributed only to, and is only directed at persons who (i) have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Financial Promotion Order”) (ii) are persons falling within Article 49(2)(a) to (d) (high net worth companies, unincorporated associations, etc.) of the Financial Promotion Order, (iii) are outside the United Kingdom or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000 in connection with the issue and sale of any securities may otherwise lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). This announcement is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this announcement relates is available only to relevant persons and will be engaged in only with relevant persons.

Neither the content of the Company’s website nor any website accessible by hyperlinks on the Company’s website is incorporated in, or forms part of, this announcement. The distribution of this announcement into certain jurisdictions may be restricted by law. Persons into whose possession this announcement comes should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

This announcement may include certain “forward-looking” statements within the meaning of applicable securities laws. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believes,” “expects,” “may,” “will,” “could,” “would,” “should,” “seeks,” “pro forma,” “anticipates,” “intends,” “plans,” “estimates,” or the negative of any thereof or other variations thereof or comparable terminology, or by discussions of strategy or intentions. These statements are not guarantees of future actions or performance and involve risks, uncertainties and assumptions as to future events that may not prove to be accurate. Actual actions or results may differ materially from what is expressed or forecasted in these forward-looking statements. As a result, these statements speak only as of the date they were made and the Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Many important factors could cause the Company’s results to differ materially from those expressed in these forward-looking statements.

The forward-looking statements and information contained in this announcement speak only as of the date hereof and the Company undertakes no obligation to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise, unless so required by applicable securities laws.

This information may be considered to be inside information pursuant to the EU Market Abuse Regulation (MAR) and is subject to the disclosure requirements pursuant to MAR article 17.

Current Report no 17/2025 - 19.12.2025

Release dates for periodic reports in 2026

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) hereby announces to the public the release dates for the Company’s periodic reports in the financial year 2026:

  • Consolidated annual report for the year ended December 31st 2025 – March 16th, 2026
  • Separate annual report for the year ended December 31st 2025 – March 16th, 2026
  • Consolidated quarterly reports containing condensed separate financial information:
    • Q1 2026 report – May 19th, 2026
    • Q3 2026 report – November 13th, 2026
  • Consolidated half-year report for the six months ended June 30th, 2026 containing condensed separate financial information – August 20th 2026.

Furthermore, pursuant to Par. 63.1 and Par. 62.3 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated Juni 6th 2025 the “Regulation”), the Company announces that the consolidated quarterly and half-year reports will contain, respectively, the quarterly and half-year condensed separate financial statements of the parent. The annual report will be drawn up and issued to the public both in the separate and consolidated form.

As permitted by Par. 83.2 of the Regulation, the Company will not issue a Q4 2025 or a Q2 2026 quarterly report.

All the periodic reports will be published on the Company’s website (www.mlpgroup.com), in the Investor Relations section.

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information,

Par. 84.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated Juni 6th 2025

Current report no. 16/2025 - 29.09.2025

Moody’s affirms MLP Group S.A. rating

Details

The Management Board of MLP Group S.A. (the “Company”) hereby announces that on September 29, 2025 the Moody’s rating agency confirmed the Company’s long-term rating (Corporate Family Rating – CFR) at Ba2 with a stable outlook.

The full text of the announcement is available on the Moody’s website.

 

Legal basis:

Article 17(1) of MAR Regulations – Inside information.

Current report no. 15/2025 - 26.09.2025

Fitch Affirms MLP Group S.A. Ratings

Details

The Management Board of MLP Group S.A. (the “Company”) hereby announces that on September 26, 2025 the Fitch Ratings agency has affirmed the Company’s Long-Term Issuer Default Rating (IDR) and senior unsecured rating at ‘BB+ ’ with a stable outlook.
The full text of the announcement is available on the Fitch Ratings website.

Current report no. 14/2025 - 04.09.2025

Appointment of the new Member of the Management Board of MLP Group S.A. for a current term

Details

The Management Board of MLP Group S.A. (the “Company”) announces that on September 4, 2025 the Supervisory Board appointed Mr. Maciej Müldner to the Management Board for a current term of office of the Management Board. Maciej Müldner is the Member of the Management Board of the Company.
Mr. Maciej Müldner joined MLP Group S.A. on July 1,2025 as a Finance Director (CFO). In this role he is responsible for the financial reporting, managing the budgeting process for capital group and its subsidiaries, arranging new sources of finance for the Group investments and supervising the accounting, controlling, treasury and reporting teams.
Maciej Müldner has extensive experience in financial management within international corporations. In 2001-2004 he has held key positions at Dentsu Group in Poland and across the Central and Eastern Europe region as CFO and the Management Board Member. Previously, he spent nearly 20 years with Skanska Group. In 2015 – 2021 he served as the Finance Director and the Member of the Board of Skanska Property Poland. He was also the Finance Director and the Member of the Board in Skanska Romania in 2011-2015. Previously, in 2002-2011 he managed treasury operations, risk mitigation and financial strategy for Skanska in Poland and Germany. Additionally, he has overseen financial operations in real estate development companies such as Skanska Property, Echo Investment S.A. and Archicom S.A.
He began his career in finance in the banking sector, gaining experience at institutions such as Deutsche Bank and Bank Austria. He holds a degree in Management from the University of Warsaw and is an active member of the Polish Corporate Treasurers Association.
According to Mr. Maciej Müldner’s representations, he is not engaged in any activities outside the Company’s business which would compete with the Company’s business, he is not a partner in a competing civil law partnership, a member of a competing company under commercial law or a member of a governing body of any competing legal entity, and is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register (KRS).

Legal basis:
Art. 56 sec. 1 point 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading and Public Companies of July 29th, 2005;
§ 5 point 6 and § 11 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated June 6th, 2025;

Current report no. 13/2025 - 18.08.2025

Appointment of MLP Group S.A. Supervisory Board’s Audit Committee

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”), announces that, in connection with the appointment of the Supervisory Board of the Company for a new term of office (as previously disclosed by the Company in current reports Nos. 8/2025 of 24.06.2025, 10/2025 of 30.06.2025 and 11/2025 of 02.07.2025), on 18th of August 2025, the Company’s Supervisory Board has appointed from among its members, for the next 3-year term of office of the Supervisory Board, the Audit Committee in the following composition:

  • Jan Woźniak – the Chairman of the Audit Committee,
  • Eytan Levy – the Vice-Chairman of the Audit Committee,
  • Piotr Chajderowski – the Member of the Audit Committee.

The Management Board of the Company informs that the appointed Audit Committee meets the requirements set out in Article 129 of the Act of 11 May 2017 on statutory auditors, audit firms and public supervision (i.e. Journal of Laws of 2024, item 1035, as amended), in particular that the majority of the members of the Audit Committee, including its Chairman, meet the independence criteria specified in Article 129(3) of the said Act.

The full biographical notes, professional career descriptions and other detailed information concerning the Members of the Audit Committee of the new term have been published in the Company’s current reports No. 8/2025 and No. 10/2025.

 

Legal basis:

Art. 56 sec. 1 point 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading and Public Companies of July 29th, 2005

§5 point 6 and § 11 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated June 6th, 2025

 

 

 

 

 

 

 

 

Current report no. 12/2025 - 13.08.2025

Registration of amendments to the statute of MLP Group S.A.

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”), in connection with the adoption on June 24, 2025, by the Ordinary General Meeting of Shareholders of the Company (“OGM”) of the resolution no. 17 regarding amendment to art. 21.2 g) of the Company’s Statute (“Statute”), the Company informs that it has received information that on August 13, 2025, the District Court for the capital city of Warsaw in Warsaw, XIV Commercial Division of the National Court Register, registered the amendment to art. 21.2 g) of the Company’s Statute in accordance with the aforementioned OGM resolution no. 17, with the following content:

Art. 21.1 g) of the Company’s Statute amended by the resolution no. 17:

„g) appointment of the auditor auditing or reviewing the Company’s financial statements and attestation of the sustainability reporting,”

In connection with the amendments to the Statute, the Management Board of the Company hereby provides, as appendix to this report, the consolidated text of the Statute, adopted by OGM resolution no. 18, incorporating the above-mentioned change.

 

 

Legal basis:

Art. 56 sec. 1 point 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading and Public Companies of July 29th, 2005

 Par. 5 point 1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated June 6th, 2025

 

 

 

 

 

 

 

Current report no. 11/2025 - 02.07.2025

Appointment of the member of the Supervisory Board of MLP Group S.A. for a new term of office

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) gives notice that on July 2, 2025 it was notified that one of the Company’s shareholders, Miro Holdings Limited of Limassol, Cyprus, in the exercise of its rights under the Company’s Statute, reappointed Guy Shapira to the Company’s Supervisory Board for another term of office on June 4, 2025. Mr Guy Shapira is a Member of the Supervisory Board of MLP Group S.A.

Mr. Guy Shapira graduated with honours from Interdisciplinary Center Herzliya IDC in Israel with degrees from the faculty of Business and Administration (B.A.) and Law (LL.B), with specialization in International Business Law. Mr. Shapira is also licensed to practice law in Israel. Before appointment to the Supervisory Board, he worked for Steinmetz, Haring, Gurman & Co., a law firm in Israel, and was a member of the Audit Committee of the Students Association at IDC.

The Management Board further announces that according to Mr. Guy Shapira’s representations, he is not engaged in any activities outside the Company’s business which would compete with the Company’s business, he is not a partner in a competing civil law partnership, a member of a competing company under commercial law or a member of a governing body of any competing legal entity, and is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register (KRS).

 

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information

§ 5.5 and § 10 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018

Current report no. 10/2025 - 30.06.2025

Appointment of the members of the Supervisory Board of MLP Group S.A. for a new term of office

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) announces that on June 30, 2025 it was notified that one of the Company’s shareholders, Cajamarca Holland B.V. of Delft, the Netherlands, in the exercise of its rights under the Company’s Statute, on June 27, 2025 reappointed Shimshon Marfogel, Eytan Levy and Oded Setter to the Company’s Supervisory Board for another term of office.

Mr. Shimshon Marfogel serves as Chairperson of the Supervisory Board, and Mr. Eytan Levy and Mr. Oded Setter as its members. Mr. Shimshon Marfogel graduated from the Hebrew University of Jerusalem, earning a BA (Bachelor of Arts) at the Faculty of Accounting and Economics. He has been employed at Israel Land Development Company Ltd. of Tel Aviv since 1985, first as Chief Accountant (1985-1986), then Vice President and Chief Accountant (1986-2001), and Chief Executive Officer (2001-2004); since 2004, Mr Marfogel has served as Vice President of the Management Board of The Israel Land Development Company Ltd. (now Land Development of Nimrodi Group Ltd.)

Mr. Eytan Levy holds a BA in Political Science from Bar-Ilan University in Ramat Gan, Israel, as well as an MBA with a specialization in Natural Resource, Environmental, Energy, and Water Management from the Netanya Academic College. He has completed executive studies in Middle East and Africa at Tel Aviv University. In 1982-1991, he held various executive positions at the Israel National Post Authority based in Jerusalem, including Head of Special Products Division and Vice President of the Management Board for Marketing. In 1991-1997, he served in several senior management roles at the Israel National Telecommunications Company, also in Jerusalem, where he was Director of Security and Logistics, Vice President of the Management Board for Marketing and Sales. In 1998-2000, he worked as a partner in in the Tel Aviv office of the American investment banking firm Gerard Klauer & Mattison. Since 1997 to 2018, he served as Director at Percite Technology, based in Israel. Since 2002, he has served as founder and chairman of Euromat Hellas S.A. specializing in providing full Automated Fueling Management System services in Greece.

Mr. Oded Setter holds the position of Vice President for Financing, Investments & Business Development at Land Development of Nimrodi Group Ltd. (formerly: The Israel Land Development Company Ltd.). He also serves on the Management Boards of Skyline Investments and subsidiaries of Land Development of Nimrodi Group Ltd. Mr Setter is a Certified Public Accountant (CPA). He graduated from the Faculty of Law of the Bar-Ilan University, and holds Bachelor’s degrees in Accounting and in Communications and Journalism from the Hebrew University of Jerusalem. His professional experience includes positions as Vice President for Strategy, Finance and Control at Shikun & Binui, Director for Finance, Control and Strategy at Shikun & Binui, a Management Board Member at Shikun & Binui’s subsidiary, Business Finance Director at Arison Investments, and Senior Consultant at KPMG.

The Management Board further announces that according to according to the representations of the appointed members of the Supervisory Board, they do not conduct any activities outside the Company’s business which would compete with the Company’s business, they are not partners or shareholders in any competing partnership or company, or members of a governing body of any competing company or legal entity, and they are not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register (KRS).

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information

§ 5.5 and § 10 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018

Current report no. 9/2025 - 24.06.2025

List of shareholders holding at least 5% of votes at the Ordinary General Meeting of MLP GROUP S.A. with its registered seat in Pruszków

Details

The Management Board of MLP GROUP S.A. of Pruszków (the “Company”) announces that the shareholders present at the Ordinary General Meeting of the Company on 24 of June 2025 held 18,321,971 voting rights. Accordingly, 76,36 % of the Company’s share capital, consisting of 23,994,982 shares, each carrying one voting right, was represented at the Ordinary General Meeting.

The shareholders who held 5% or more of total voting rights at the Ordinary General Meeting on 24 of June 2025 were:

  1. Cajamarca Holland B.V. of Delft, the Netherlands, holding 10,242,726 voting rights, representing 55,9 % of voting rights at that General Meeting, and 42.69 % of total voting rights in the Company,
  1. Land Development of Nimrodi Group Ltd. of Bnei-Brak, Israel, holding 3,016,229 voting rights, representing 16,46 % of voting rights at that General Meeting, and 12.57 % of total voting rights in the Company,
  1. Allianz OFE of Warsaw, holding 1,713,181 voting rights, representing 9,35 % of voting rights at that General Meeting and 7.14 % of total voting rights in the Company,
  2. Generali OFE of Warsaw, holding 1,591,360 voting rights, representing 8,69 % of voting rights at that General Meeting and 6.63 % of total voting rights in the Company.

 

Legal basis:

Art. 70 point 3) of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading and Public Companies of July 29th 2005

Current report no. 8/2025 - 24.06.2025

Appointment of Members of the Supervisory Board of MLP Group S.A. for a new 3-year term

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”) hereby announces that on June 24, 2025 the Ordinary General Meeting of Shareholders appointed Mr. Piotr Chajderowski to the Supervisory Board for another 3-year term. Mr. Piotr Chajderowski is a Member of the Supervisory Board of the Company. The professional bio of Mr. Piotr Chajderowski is attached to this report.

The Management Board further announces that according to representations of Mr. Piotr Chajderowski, he meets the independence criteria, he is not engaged in any activities outside the Company’s business which would compete with the Company’s business, he is not a partner in a competing civil law partnership, a member of a competing company under commercial law or a member of a governing body of any competing legal entity, and is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register (KRS).

 

Furthermore, the Management Board announces that on June 24, 2025 the Ordinary General Meeting of Shareholders appointed Mr. Jan Woźniak to the Supervisory Board for a new 3-year term. Mr. Jan Woźniak was appointed Member of the Supervisory Board of the Company. The professional bio of Mr. Jan Woźniak and his representations are attached to this report.

The Management Board further announces that according to representations of Mr. Jan Woźniak, he meets the independence criteria, he is not engaged in any activities outside the Company’s business which would compete with the Company’s business, he is not a partner in a competing civil law partnership, a member of a competing company under commercial law or a member of a governing body of any competing legal entity, and is not entered in the Register of Insolvent Debtors maintained pursuant to the Act on the National Court Register (KRS).

 

Legal basis:

Art. 56 sec. 1 point 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading and Public Companies of July 29th, 2005

§5 point 5 and § 10 the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th, 2018

 

 

 

 

 

 

 

 

Current report no. 7/2025 - 24.06.2025

Resolutions adopted by Ordinary General Meeting of MLP Group S.A. with its registered office in Pruszków on June 24, 2025, the resolution submitted for a vote but not adopted and the documents that were subject to voting

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”) hereby publishes the resolutions adopted by the Company’s Ordinary General Meeting held on 24 June 2025, the content of the draft resolution that was submitted for a vote at the General Meeting but was not adopted, as well as the content of the documents that were subject to voting.

The resolutions are attached as appendices to this report. The content of the documents that were subject to voting is provided in the appendix to this report and in the periodic reports published by the Company on 18 March 2025.

 

Legal basis:

Art. 56 sec. 1 point 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading and Public Companies of July 29th, 2005

 

Par. 19 sec. 1 point 6 and 8 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th, 2018

Current report no. 6/2025 - 18.06.2025

Nomination of candidate for Member of MLP Group Supervisory Board

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) announces that on June 18, 2025 it received from the shareholder Allianz Polska Otwarty Fundusz Emerytalny of Warsaw, represented by PTE Allianz Polska S.A. of Warsaw, the nomination of Mr. Jan Woźniak as a candidate for Member of the Company’s Supervisory Board. The nomination was proposed in connection with the Company’s Annual General Meeting convened for June 24, 2025.

The candidate has submitted his consent to the nomination and a declaration on satisfying the criteria of candidates to the supervisory board, including the independence criteria.

The professional résumé of the candidate is attached as an appendix to this report.

 

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information

Par. 19.1.2 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018

Attachments
CV Jan Wozniak (pdf)
Current Report no 5/2025 - 16.06.2025

Nomination of candidate for Member of MLP Group Supervisory Board

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) announces that on June 13, 2025 it received from Generali Powszechne Towarzystwo Emerytalne S.A. of Warsaw, acting on behalf of Generali Otwarty Fundusz Emerytalny (OFE), the nomination of Mr. Piotr Chajderowski as a candidate for Member of the Company’s Supervisory Board. The nomination was proposed in connection with the Company’s Annual General Meeting convened for June 24, 2025.

The candidate has submitted his consent to the nomination and a declaration on satisfying the independence criteria.

The professional résumé of the candidate is attached as an appendix to this report.

 

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information

Par. 19.1.2 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018

 

 

 

Current Report no 4/2025 - 10.06.2025

Nomination of candidate for Member of MLP Group Supervisory Board

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) announces that today it received from the QUERCUS Parasolowy SFIO funds, together with the QUERCUS Agresywny and QUERCUS Multistrategy FIZ subfunds, managed by Quercus Towarzystwo Funduszy Inwestycyjnych S.A., the nomination of Mr. Maciej Matusiak as a candidate for Member of the Company’s Supervisory Board. The nomination was proposed in connection with the Company’s Annual General Meeting convened for June 24, 2025.
The candidate has submitted his consent to the nomination and a declaration on satisfying the independence criteria.
The professional résumé of the candidate is attached as an appendix to this report.

Legal basis:
Art. 56.1.2 of the Public Offering Act − Current and periodic information Par. 19.1.2 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018

Current Report no 3/2025 - 28.05.2025

Notice of Annual General Meeting given by MLP Group S.A. Management Board

Details

Acting pursuant to Art. 399.1 and Art. 402¹ of the Commercial Companies Code, and Art. 11.1 and Art. 14 of the Company’s Articles of Association, the Management Board of MLP Group S.A. of Pruszków (the “Company”) gives notice of the Annual General Meeting of the Company, to be held at the Company’s registered office at ul. 3-go Maja 8, building A3, in Pruszków at 10.00 a.m. on June 24, 2025.
The full text of the notice of the Annual General Meeting of MLP Group S.A., with draft resolutions to be considered by the General Meeting, is attached to this report.

Legal basis:
Art. 56.1.2 of the Public Offering Act − Current and periodic information

Current Report no 2/2025 - 11.02.2025

Registration of amendments to the statute of MLP Group S.A.

Details

The Management Board of MLP Group S.A. with its registered office in Pruszków (the “Company”), in connection with the adoption on December 20, 2024, by the Extraordinary General Meeting of Shareholders of the Company (“EGM”) of resolutions numbered 1 to 28 regarding amendments to the Company’s Statute (“Statute”), the Company informs that it has received information that on 11 February 2025, the District Court for the capital city of Warsaw in Warsaw, XIV Commercial Division of the National Court Register, registered the amendments to the Statute in accordance with the aforementioned EGM resolutions numbered 1 to 28.
In connection with the amendments to the Statute, the Management Board of the Company hereby provides, as appendices to this report, the content of the amended and new provisions of the Statute, as well as the consolidated text of the Statute, adopted by EGM resolution no. 29, incorporating the above-mentioned changes.

Legal basis:
Art. 56 sec. 1 point 2 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organized Trading and Public Companies of July 29th, 2005
Par. 5 point 1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th, 2018

Current Report no 1/2025 - 10.01.2025

Release dates for periodic reports in 2025

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) hereby announces to the public the release dates for the Company’s periodic reports in the financial year 2025:

  • Consolidated annual report for the year ended December 31st 2024 – March 18th, 2025
  • Separate annual report for the year ended December 31st 2024 – March 18th, 2025
  • Consolidated quarterly reports containing condensed separate financial information:
  • Q1 2025 report – May 20th, 2025
  • Q3 2025 report – November 14th, 2025
  • Consolidated half-year report for the six months ended June 30th, 2025 containing condensed separate financial information – August 25th 2025.

Furthermore, pursuant to Par. 62.1 and Par. 62.3 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018 theRegulation”), the Company announces that the consolidated quarterly and half-year reports will contain, respectively, the quarterly and half-year condensed separate financial statements of the parent. The annual report will be drawn up and issued to the public both in the separate and consolidated form.

As permitted by Par. 79.2 of the Regulation, the Company will not issue a Q4 2024 or a Q2 2025 quarterly report.

All the periodic reports will be published on the Company’s website (www.mlpgroup.com), in the Investor Relations section.

Legal basis:

Art. 56.1.2 of the Public Offering Act − Current and periodic information,

Par. 80.1 of the Minister of Finance’s Regulation on current and periodic information to be published by issuers of securities and conditions for recognition as equivalent of information whose disclosure is required under the laws of a non-member state, dated March 29th 2018

CURRENT REPORT NO. 26/2024/K - 23.12.2024

Correction of the current report no 26/2024 on the list of shareholders holding at least 5% of votes at the Extraordinary General Meeting of MLP GROUP S.A. with its registered seat in Pruszków

Details

The Management Board of MLP Group S.A. of Pruszków (the “Company”) informs that in the current report No. 26/2024 of December 20, 2024, the mistakenly omitted the shareholder Thesinger Limited.

Legal basis:

  • 15 par. 2 of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information provided by issuers of securities and conditions for recognising as equivalent information required by the laws of a non-member state.

The report after adjustment is the following:

The Management Board of MLP GROUP S.A. of Pruszków (the “Company”) announces that the shareholders present at the Extraordinary General Meeting of the Company on 20 of December 2024 held 19,901,995 voting rights. Accordingly, 82.94 % of the Company’s share capital, consisting of 23,994,982 shares, each carrying one voting right, was represented at the Extraordinary General Meeting.

The shareholders who held 5% or more of total voting rights at the Extraordinary General Meeting on 20 of December 2024 were:

  1. CAJAMARCA HOLLAND B.V. of Delft, the Netherlands, holding 10,242,726 voting rights, representing 51.47 % of voting rights at that General Meeting, and 42.69 % of total voting rights in the Company,
  1. THE ISRAEL LAND DEVELOPMENT COMPANY LTD of Bnei-Brak, Israel, holding 3,016,229 voting rights, representing 15.16 % of voting rig