Current reports

The Management Board of Apator SA hereby provides, in the attachment, the text of the draft resolutions and documents that will be considered at the general meeting of shareholders.

Legal basis for the report: Section 19(1)(2) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information disclosed by issuers of securities and the conditions for recognising as equivalent information required by the laws of a non-member state.

The Management Board of Apator SA hereby attaches the notice convening the Ordinary General Meeting of Shareholders of Apator SA to be held on 26 June 2024 at 11.00 am, together with the agenda.

Legal basis: Section 19(1)(1) of the Regulation of the Minister of Finance of 29 March 2018 on current and periodic information disclosed by issuers of securities and the conditions for recognising as equivalent information required by the laws of a non-member state.

The Management Board of Apator SA recommends the payment of dividends from the profit for the 2023 financial year amounting to PLN 0.40 gross per share. The total declared dividend amounts to PLN 13.1 million.

An interim dividend of PLN 0.20 gross per share was paid on 21 December 2023 towards the dividends from the profit for 2023. The Management Board proposes to establish the entitlement to the payment of the remaining portion of the dividends to shareholders holding shares in Apator SA on 4 July 2024, and to pay the remaining portion of the dividends in the amount of PLN 0.20 gross per share on 11 July 2024.

The Supervisory Board of Apator SA has given a positive opinion on the recommendation presented, and the final decision regarding the amount of the dividends will be taken by the Ordinary General Meeting of Shareholders of Apator SA, which is scheduled for 26 June 2024.

The Management Board of Apator SA announces that, as a result of unfavourable developments in the UK gas market, GWi Ltd. (“GWi”) has seen a significant deterioration in its business prospects and financial position.

Having analysed this situation in the light of UK law, the Board of Directors of GWi intends to file an application to commence administration proceedings.

In view of the above, the Management Board of Apator SA announces that, as a result of the discontinuation of GWi’s operations, it will recognise appropriate write-downs in the consolidated financial statements for 2023 in the estimated amount of GBP 2 million (approx. PLN 10 million). The impact of GWi’s situation on the Apator Group and the estimated amount of the write-downs are currently the subject of analyses by the auditor.

The Management Board of Apator SA notes that the potential costs associated with the liquidation of GWi are difficult to estimate as at the date of publication of this report, whilst the liabilities arising from the loan taken out by GWi, amounting to GBP 4 million, under a joint credit facility from a multi-purpose agreement with PKO BP SA, remain with the Apator Group and do not affect the consolidated financial statements of the Apator Group. The loan will be repaid by the Apator Group in accordance with the agreement.

The Management Board of Apator SA hereby informs that it has provided information regarding GWi’s situation based on current knowledge, which means that the emergence of other risks cannot be ruled out.

GWi is based in Coventry, UK, and is a wholly-owned subsidiary of Apator Metrix SA.

The Management Board of Apator SA announces that it has today received a letter of resignation from Robert Kowalski, effective 14 May 2024, from his position as a member of the Management Board of Apator SA. The reason for his resignation is his appointment to a position on the Management Board of a State-owned company.

The Management Board of Apator S.A. announces that on 4 March 2024 it was informed that the bid submitted by its subsidiary, Apator Metrix S.A., had been selected as the most advantageous in nine lots forming part of the tender for the supply of bellows-type gas meters to Polska Spółka Gazownictwa Sp. z o.o. The value of the bid is PLN 54.5 million, and delivery will take place within 24 months of the contract being signed.

The tender conditions provide for an option to increase or decrease the order by up to 20%.

As the procedure was conducted as a non-public procurement via an open tender, the Contracting Authority stipulated that no protests or appeals may be lodged. In view of the above, contracts for the individual tasks will be concluded within 30 days of the publication of this report.

The Management Board of Apator SA hereby announces that it has received notifications regarding the following transactions involving Apator SA shares:

• from Tadeusz Sosgórnik – Member of the Supervisory Board of Apator SA, regarding the acquisition on 1 March 2024 of 20,000 registered shares in Apator SA,
• from Lexon Sp. z o.o., a person closely associated with Tadeusz Sosgórnik, Member of the Supervisory Board of Apator SA, regarding the sale of a total of 64,531 bearer shares in Apator SA between 29 February 2024 and 1 March 2024.

The full text of the notifications is attached.

The Management Board of Apator S.A. announces that on 22 February 2024, the Management Board of the Warsaw Stock Exchange S.A. adopted Resolution No. 220/2024, in which it stated that 4,876 ordinary bearer shares of Apator S.A., with a nominal value of PLN 0.10 each, designated by the National Depository for Securities S.A. with the code “PLAPATR00133”, are admitted to trading on the main market. At the same time, the Stock Exchange Management Board decided to introduce, with effect from 29 February 2024, the aforementioned shares of Apator S.A. to trading on the main market, subject to their assimilation by the National Depository for Securities (KDPW) on 29 February 2024 with the listed shares of that company designated by the code “PLAPATR00018”.

However, on 26 February 2024, the National Depository for Securities S.A. issued a statement that it had decided to carry out, with effect from 29 February 2024, assimilate 4,876 ordinary bearer shares designated by the code “PLAPATR00133” with the Company’s shares traded on the stock exchange, designated by the code “PLAPATR00018”.

Consequently, on 29 February 2024, the condition set out in the aforementioned resolution of the Stock Exchange Management Board was fulfilled, and on that date the shares were admitted to trading on the main market.

Legal basis: Article 56(1)(2) of the Act on Public Offerings and the Conditions for Introducing Financial Instruments to Organised Trading and on Public Companies.

Further to Press Release No. 5/2024, the Management Board of Apator SA announces that on 27 February 2024 it received an order from ZUP Emiter sp. z o.o. for the installation and supply of balancing systems for a total amount of PLN 31 million, with delivery dates up to the end of November 2024.

Apator SA announces that further orders for the supply of balancing systems from ZUP Emiter sp. z o.o. of a similar value, with delivery dates by the end of 2026, are possible.

The Management Board of Apator SA announces that, as a subcontractor, it will supply integrated balancing systems (“balancing systems”). These are used to balance medium-voltage substations and to facilitate communication with remote-reading meters. To this end, it has entered into cooperation agreements, on market terms, with ZUP Emiter sp. z o.o. and Incobex sp. z o.o. These companies will supply AMI/SG cabinets together with accessories, which Apator SA will then integrate with other equipment as balancing systems.

The end recipient of the balancing systems is Energa - Operator SA as part of a non-competitive tender entitled “Supply of integrated balancing systems”. Energa - Operator SA has entered into framework agreements with ZUP Emiter sp. z o.o. and Incobex sp. z o.o. for the supply of balancing systems.

On 14 February 2024, Apator SA received orders from Incobex sp. z o.o. for the installation and supply of balancing systems for a total amount of PLN 20.6 million, with delivery dates by the end of November 2024.

Apator SA hereby announces that it will issue a separate report regarding the receipt of an order from ZUP Emiter sp. z o.o. for the installation and supply of balancing systems.

Apator SA also announces that further orders for the supply of balancing systems of a similar value, with delivery dates by the end of 2026, are possible.

Legal basis: Article 17(1) of the Market Abuse Regulation (MAR)