February 27, 2023 / 10:32

Eurozet in the Agora Group - Agora's historic transaction
On Monday, 27 February2023, the courtof second instance upheldthe unconditional approvalof Agora's acquisitionof control over EurozetSp. z o.o. Following this, the company finalised its largest everinvestment in the media - under an agreement signedon the same day, it becamethe ownerof a controlling stakein Eurozet. - Thanksto the mergerof Agora Radio Groupand Eurozet, as the second largest broadcasterin Poland, we are now competingfor the leading positionin the Polishradio market - announcesBartosz Hojka, Presidentof Agora'sManagement Board.
On 27 February2023 Agora signed an agreementwith Eurozet's previous majority stakeholderCzech companySFS Ventures s.r.o., buying purchasing 110 shares in Eurozet Sp. z o.o., constituting 11% of the share capital and giving 11% of the total number of votes at the shareholders' meeting of Eurozet. According to the agreement, Agora paid the starting price of EUR 9.17 million (the final price will be determined based on the provisions of the shareholders' agreement), financing the transaction thanks to a loan granted by SFS Ventures (more information - in the company's stock exchange announcements - https://agora. pl/for-investors).

As a result, Agora became the majority stakeholder of Eurozet with shares representing 51% of the share capital and 51% of votes at the shareholders' meeting. Agora was able to take control of Eurozet after a final decision of the court of second instance, which upheld the unconditional consent to the transaction.

- The acquisition of Eurozet isthe largestinvestment in media in Agora's history, plannedand consistently executedby us against all odds- commentsBartosz Hojka, President of the Management Board of Agora. - Agora has beena major playerin the Polishradio market for more thana quarterof a centuryand has madea major contributionto building professionalradio in the country. We arethe creatorsof manyradio formats, includingthe exceptionalRadio TOK FM - in my opinionthe biggest successstory in Polishmedia of the last decade. Eurozet Group isa broadcasterwith a greatteam, enormous achievementsand potential. By joining forces,we are becoming the second largest broadcaster in the Polish airwaves.
After Eurozet joinsthe Agora Group, its radio activity, whichfrom thatmoment isthe largestmedia segment of the Group, will include9 radio stationsin the TOP20 most listenedto stationsin Poland - each week they are listenedto by over18 million adult Poles. Their total audience share exceeds26%.
- This isnot the final, however, but anotherstep in Agora's strategicplan, which isto achievethe numberone positionin the radio market in Poland in termsof listenershipand sales- addsBartosz Hojka.
Agora will soon announcea plan of action aimed at combiningthe strengthsof the Agora Radio Groupand Eurozet. These will primarily concern organisational changes, as wellas a joint commercial offer.
Agora has beena minority stakeholderin EurozetSp. z o.o. since2019. In the same year, the company filed a notificationwith the Presidentof the OCCP regarding its intentionof concentration - taking controlof Eurozetby purchasingthe remaining60% of the company's sharesfrom majority investorSFS Ventures. The proceedingsin this case took almost a yearand a half and wereone of the longestin the OCCP's history. In January 2021, the Presidentof OCCP Tomasz Chróstny prohobitedAgora from acquiring Eurozet.
-The decisionwas basedon assumptionsand abstract hypotheses. In the opinionof expertson the media market, as wellas on the economicsof concentration, the argumentsof the Presidentof the OCCP were detachedfrom the market situation, and the ban- applied for the first timein 9 years- was issued contrary to the law - recallsAnna Kryńska-Godlewska, a memberof Agora'sManagement Board. -That is whywe appealed againstthe decision two yearsago, and in May 2022 we receivedthe verdictof the Court of Competitionand Consumer Protectionin the form of unconditional consentto the acquisitionof Eurozet. This rulingwas sealed todayby a final verdictof the Court of Appeals, giving us - after monthsof administrativeand court battle-the opportunityto proceedwith key plansfor the company.
Agora has sofar owned 3 local musicradio stations: Radio ZlotePrzeboje, Radio Pogoda and Rock Radio, and has beena majorityco-ownerof the supra-regionalRadio TOK FM. Agora Radio Group is intensivelydeveloping itsonline presence, including its premium offer- the numberof purchasedTOK FM Premium accesses exceeded30,000 atthe end of October2022, and Tuba, a new musicand podcast websitefor young audiences, has been operating since November2022.
Eurozet'sportfolio includesfive radio stations: Radio ZET, Antyradio, Chillizet, Meloradioand Radio Plus, as wellas websites, includingradiozet.pl, antyradio.pl, chillizet.pl, planeta.pl and radiostacja.pl. Eurozet also operatesStudio ZET, which produces commercials, and EurozetLive, a brand dedicatedto cross-media projects, place and event marketing.

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Agora SA published this content on 27 February 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 27 February 2023 12:15:06 UTC.