The motion of the Management Board of Wirtualna Polska Holding SA regarding the coverage of the loss for 2025 and the payment of a dividend and the positive opinion of the Supervisory Board of the Company
Current Report No. 10/2026 of 30 April 2026
The motion of the Management Board of Wirtualna Polska Holding SA regarding the coverage of the loss for 2025 and the payment of a dividend and the positive opinion of the Supervisory Board of the Company
Legal basis: Article 17(1) of the MAR
Report content:
The Management Board of Wirtualna Polska Holding S.A. (the "Company") hereby announces that on April 30, 2026, it adopted a resolution to submit a motion to the Supervisory Board and the General Meeting of the Company regarding coverage of the Company's net loss disclosed in the Company's separate financial statements for the financial year 2025 and dividends in accordance with the following assumptions:
1. The amount of PLN 560,203,786.89 (in words: five hundred sixty million two hundred three thousand seven hundred eighty-six zlotys and eighty-nine groszy ) from undistributed profits from previous years, resulting from changes in the Company's accounting policy, shall be allocated as follows:
a. to cover the Company’s net loss shown in the Company’s separate financial statements for the financial year 2025 in the amount of PLN 36,146,747.34 (in words: thirty-six million one hundred forty-six thousand seven hundred forty-seven zlotys and thirty-four groszy);
b. a total amount of PLN 38,707,886.10 (thirty-eight million, seven hundred and seven thousand, eight hundred and eighty-six zlotys and 10 groszy) is allocated for the payment of a dividend to the Company’s shareholders in the amount of PLN 1.30 (one zloty and thirty groszy) per share, with the dividend amount per share being rounded down to the nearest whole grosz, while the difference between the above-mentioned amount and the dividend amount payable to shareholders, taking into account such rounding, will be allocated to the Company’s reserve capital;
c. the amount of PLN 329,503,540.40 (in words: three hundred twenty-nine million five hundred three thousand five hundred forty zlotys and forty groszy) is allocated to increase the reserve capital created for the purpose of purchasing own shares by the Company pursuant to resolution No. 6 of the Annual General Meeting of the Company of 23 June 2025 on authorising the Management Board of the Company to purchase own shares and creating reserve capital;
d. the remaining amount of undistributed profits from previous years, referred to in section 1 above, in the amount of PLN 155,845,613.05 (in words: one hundred fifty-five million eight hundred forty-five thousand six hundred thirteen zlotys and five groszy) shall be allocated to the creation of reserve capital with the possibility of allocating it to the payment of dividends in subsequent financial years.
2. The dividend record date is set at 13 July 2026 and the dividend payment date is set at 20 July 2026.
3. In recommending the above, the Company's Management Board took into account important factors, including in particular:
a. the current financial situation of the Company's Capital Group,
b. the investment plans of the Company's Capital Group,
c. potential acquisition targets of companies within the Company's Capital Group,
d. the expected level of free cash flow in the Company in the financial year in which the dividend and the Tender Offer are due.
At the same time, the Company's Management Board informs that on April 30, 2026, the Company's Supervisory Board adopted a resolution in which it issued a positive opinion on the above-mentioned proposal of the Management Board.
The final decision regarding the coverage of the Company’s net loss, payment of dividend and allocation of undistributed profits from previous years will be made by the Annual General Meeting of the Company.
Legal basis: Article 17(1) of Regulation (EC) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC
Signatures of persons representing the Company:
Jacek Świderski – President of the Management Board
Elżbieta Bujniewicz–Belka – Member of the Management Board for Financial Affairs of the Company