2024 |

Resolutions adopted by the Extraordinary General Meeting of Shareholders on December 2, 2024.

02-12-2024

RB 70/2024

The Management Board of PragmaGO S.A. (hereinafter: the “Issuer” or the “Company”) informs that on December 2, 2024, the Extraordinary General Meeting of Shareholders, convened pursuant to Article 405 § 1 of the Code of Commercial Companies, adopted a resolution on increasing the Company’s share capital through the issuance of series K shares and on depriving existing shareholders of the entire preemptive right to all series K shares. Pursuant to Resolution No. 3 of the Extraordinary Shareholders’ Meeting of December 2, 2024, the Company’s share capital is increased by PLN 1,180,129.00 to PLN 8,071,170.00 through the issuance of 1,180,129.00 series K shares with a nominal value of PLN 1 each. The total issue price of series K shares is PLN 18,433,615.00. The issue of series K shares will be carried out by way of a private placement addressed to individually identified shareholders, including Polish Enterprise Funds SCA, headquartered in Luxembourg, at 15, Boulevard F.W. Raiffeisen, L-2411 Luxembourg, Grand Duchy of Luxembourg.

The Issuer intends to use the proceeds from the price for the shares in the increased share capital to acquire 89% of the shares in Telecredit IFN S.A., based in Bucharest, Romania, in a transaction announced by the Issuer in Current Report No. 60/2024 dated September 19, 2024.

Legal Basis: Article 17 (1) of the EU Parliament and Council Regulation No. 596/2014 MAR.

Introduction of series D1EUR bonds to exchange trading on Catalyst

26-11-2024

RB 69/2024

The Management Board of PragmaGO S.A. announces that on November 25, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 1481/2024 to list 50,000 series D1EUR bearer bonds with a nominal value of €100 each, issued by PragmaGO S.A., as of November 27, 2024, on the primary market. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0228”. The resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of adoption.

Legal basis: § 17 (1) (4) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information (…).

Condition of the object of pledge – bond collateral

20-11-2024

RB 68/2024

In accordance with the Terms and Conditions of Issuance of bonds of series R, A1, A2, T, U, B1 and C6, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of October 31, 2024, the nominal value of the claims included in the set of pledged claims for each series amounted to.

For the R series, PLN 14,594,943.
For the A1 series, PLN 19,260,780.
for the A2 series PLN 20,675,805.
For the T series, PLN 19,402,887.
for series U PLN 12,000,763.
For the B1 series, PLN 15,377,146.
for the C6 series PLN 36,002,311.

Total value of the collection: PLN 137,314,636.
There was no deficiency condition
Total receipts to the bank account pledged as collateral for the receivables from the Series R, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 156,844,153.
The value of the Loss Ratio as of 31/10/2024 is 0.72%
Legal basis – Article 17(1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Registration of series D1EUR bonds with the National Securities Depository

20-11-2024

RB 67/2024

The Management Board of PragmaGO S.A. (hereinafter: “Issuer”) informs that on November 19, 2024, the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) issued a statement on entering into an agreement with the Issuer for the registration in a securities depository of i.e. 50,000 bearer bonds of series D1EUR, which have been assigned ISIN code: PLGFPRE00412 (hereinafter: “Bonds”). The registration will take place on November 21, 2024.

Legal basis: § 17 (1) (1) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Admission of series D1EUR bonds to the stock market

15-11-2024

RB 66/2024

The Management Board of PragmaGO S.A. with its seat in Katowice (the “Company” or the “Issuer”) announces that on November 14, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 1439/2024 on the admission to exchange trading on the primary market of 50.000 series D1EUR bearer bonds issued by the Company (the “Bonds”) – as of the date of registration of the Bonds by the National Securities Depository S.A.
The Issuer reported on the issuance of the Bonds in current report No. 63/2024 dated October 21, 2024, and about the allocation of the Bonds in Current Report No. 64/2024 dated November 6, 2024.

Legal basis: § 17 (1) (2) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Completion of subscription of series D1EUR bonds

14-11-2024

RB 65/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for unsecured bearer bonds of D1EUR series issued pursuant to the Issuer’s Management Board Resolution No. 1/21.10.2024 dated October 21, 2024. under the Fifth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 18, 2024 (the “Bonds”):

1) Subscription start date: October 22, 2024.

2) Subscription end date: November 5, 2024.

3) date of allocation of Bonds: November 6, 2024 Resolution on allocation of Bonds,

4) number of Bonds subscribed: 50,000 units,

5) reduction rate per tranche: the issue was not divided into tranches, reduction rate: 30,13 %,

6) number of Bonds subscribed for: 71,565 units,

7) the number of Bonds that were allocated in the subscription: 50,000 units,

8) the price at which the Bonds were taken up: €100.00,

9) the number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 295 persons subscribed for the Bonds,

10) the number of persons to whom the Bonds were allotted under the conducted subscription in individual tranches: the issue was not divided into tranches, the Bonds were allotted to 286 persons,

11) Name(s) of the underwriters who subscribed for the Bonds in the performance of underwriting agreements: The Company has not entered into underwriting agreements,

12) The total determination of the amount of costs that were included in the costs of issuing the Bonds amounted to PLN 624,841.65, including costs:

a) preparation and conduct of the offering of the Bonds PLN 568,616.65,

(b) underwriters’ fees, for each separately: none,

c) preparation of the Bond issue documentation, including the costs of consulting: PLN 25,125.00,

(d) promotion of the Bond offering: PLN 31,100.00,

13) average cost of subscription of Bonds per unit of security: PLN 12.50,

14) financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. The incurred costs of preparing and conducting the offering and consulting related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized to the income statement over the term of the Bonds. At the same time, the Issuer indicates that upon completion of the last bond offering conducted under the Fifth Public Bond Issuance Program, the Issuer will provide information on the total cost of conducting bond offerings under the Fifth Public Bond Issuance Program in a separate current report,

15) all Bonds were taken up for cash contributions.

The Issuer announced the issuance of the Bonds in Current Report No. 63/2024 dated October 21, 2024, and the allocation of the Bonds in Current Report No. 64/2024 dated November 6, 2024.

Legal basis: article 16 (1) of the Regulation of the Minister of Finance of March 29, 2018 on current and periodic information (…).

Allocation of series D1EUR bonds

06-11-2024

RB 64/2024

With reference to current report No. 63/2024 dated October 21, 2024 regarding the issue of series D1EUR bonds under the Fifth Public Bond Issuance Program (hereinafter: “Program”), the Board of Directors of PragmaGO S.A. (hereinafter: the “Company”) informs that on November 06, 2024, it adopted a resolution (hereinafter: the “Resolution”) on the allocation of series D1EUR bonds issued under the Program (hereinafter: the “Bonds”). A total of 50,000 Bonds were offered in the public offering at an issue price of EUR 100 per Bond. The Board of Directors allotted 50,000 Bonds with a total nominal value of €5,000,000. As a result of the proportional reduction, which amounted to 30.13%, the Company allocated 50,000 Bonds in response to the subscriptions of 295 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Issuance of series D1EUR bonds under the Fifth Public Bond Issuance Program

21-10-2024

RB 63/2024

The Board of Directors of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces that on October 21, 2024, it adopted a resolution on the issuance and determination of the final terms and conditions of the issuance of D1EUR series bonds (the “Bonds”). The Bonds are issued under the Fifth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 18, 2024.

The Bonds will be offered through a public offering on the basis of the Base Prospectus for Unsecured Bonds (the “Prospectus”). As part of the Bond issue, 50,000 (fifty thousand) Bonds will be offered with a par value of EUR 100.00 (one hundred euros) each. The total par value of the Bonds will be EUR 5,000,000.00 (five million euros). The issue price of the Bonds is equal to the par value.

The interest rate on the Bonds is variable, and will be set at the prime rate plus a fixed margin, subject to an increase in the margin if the Issuer’s Debt Index is exceeded under the terms described in the Final Terms of the Bonds. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are presented in the Prospectus and the Final Terms of the Bonds.

The Issuer will redeem the Bonds on February 6, 2028. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Final Terms of the Bonds. The Bonds will not be secured. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading on the Catalyst regulated market operated by the Warsaw Stock Exchange.

The Issuer announced the determination of the Fifth Public Bond Issuance Program through current report No. 29/2024 dated June 7, 2024.

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

Condition of the object of pledge – bond collateral

18-10-2024

RB 62/2024

In accordance with the Terms of Issuance of bonds of series R, A1, A2, T, U, B1 and C6, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of September 30, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,416,174.

for the A1 series, PLN 19,274,126.

For the A2 series, PLN 20,400,560.

For the T series, PLN 19,201,303.

For the U series, PLN 12,028,446.

for the B1 series PLN 15,356,778.

for the C6 series PLN 36,031,280.

Total value of the collection: PLN 136,708,668.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 129,037,590.

The value of the Loss Ratio as of 30/09/2024 is 0.71%

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Q3 2024 turnover and customer volume data.

15-10-2024

RB 61/2024

The Management Board of PragmaGO S.A. (the “Issuer”) presents estimated results in terms of turnover and the number of clients served for Q3 2024 and for the period Q1-Q3 2024. The final results will be provided in the content of the interim report scheduled for publication on November 21, 2024.

Turnover (nominal value of financed receivables) in Q3 2024 amounted to PLN 647 million (up 26% y/y), of which PLN 512 million was attributable to factoring (up 21% y/y) and PLN 135 million (up 51% y/y) to embedded finance.

The embedded finance services were used by 10366 entrepreneurs (up 27% y/y), including:

– The Merchant Cash Advance service was used by 1,723 entrepreneurs (up 57% y/y), who received financing worth PLN 74 million (up 95% y/y),

– The BNPL service (B2B deferred payments) was used by 8933 entrepreneurs (up 22% y/y), who received financing worth PLN 61 million (up 23% y/y).

In Q3 2024, 11,596 entrepreneurs used PragmaGO’s services (up 27% y/y) to complete 1,30961 transactions (up 47% y/y).

In Q1-Q3 2024, PragmaGO’s total turnover (nominal value of financed receivables) was PLN 1.8 billion (up 26% y/y), of which factoring generated PLN 1.4 billion (up 19% y/y), and embedded finance services PLN 361 million (up 69% y/y), including:

– The Merchant Cash Advance service was used by 2,958 entrepreneurs (up 67% y/y), who received financing worth PLN 186 million (up 116% y/y),

– The BNPL service (B2B deferred payments) was used by 12,997 entrepreneurs (up 16% y/y), who received financing worth PLN 175 million (up 38% y/y).

During the first three quarters of 2024, PragmaGO served 17,374 traders (a 22% increase). They completed 341578 transactions (a 20% year-on-year increase).

In order to maintain a clearer structure of data information (compared to the 1H24 results presented in July), the invoice financing product in the partner channel has been excluded from embedded finance services. It is included in factoring services.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Acquisition of 89% stake in Telecredit IFN S.A.

19-09-2024

RB 60/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Issuer”), informs that on September 19, 2024. The Issuer (as Buyer) has entered into an agreement for the sale (the “Sale Agreement”) of shares in the share capital of Telecredit IFN S.A., based in Nicosia (Cyprus), with RC2 (Cyprus) Limited, a limited liability company under Cypriot law, and Ms. Elisa Rusu (as Sellers) with the participation of Reconstruction Capital II Limited, based in the Cayman Islands (as Guarantor). headquartered in Bucharest, Romania (“Telecredit”), pursuant to which the Issuer will acquire 2,719,439 shares representing 89% of the share capital in Telecredit (the “Shares”) for a total price of EUR 5,785,000.00, with the proviso that the price may be increased to a maximum amount of EUR 6,230,000.00, provided that Telecredit’s financial results for 2025 show a net profit as specified in the Sale Agreement (the “Transaction”).

The transfer of ownership of the Shares to the Issuer and the payment of the price for the Shares (the “Closing of the Transaction”) is conditional and will occur upon the cumulative fulfillment of the conditions precedent indicated in the Sale Agreement, in particular, such as obtaining approvals of the relevant Romanian regulatory authorities for the effective acquisition of the Shares (if required by law) and determining the terms of further cooperation with Telecredit’s stakeholders regarding Telecredit’s financing model. Confirmation of the fulfillment of the conditions precedent is expected in the second half of October 2024.

The acquisition of the Shares will be financed, according to the Issuer’s Management Board’s plans, with funds obtained from the issuance of new shares of the Issuer to existing shareholders of PragmaGO S.A. and, in addition, from the Issuer’s cash surpluses.

Telecredit operates under the OMNICREDIT brand (www.omnicredit.ro) and is a leading Romanian fintech providing digital factoring and, to a lesser extent, loan financing to small and medium-sized businesses. According to the Issuer’s plans, following the acquisition of the Shares by the Issuer, Telecredit is expected to significantly increase the scale of its operations in terms of its current products, but also based on this company, the Issuer intends to introduce its embedded finance model (merchant cash advance and BNPL B2B products) to the Romanian market.

The Issuer will provide information on the Closing of the Transaction or its failure to close in a separate current report.

The Issuer’s Management Board also informs that in connection with the conclusion of the Sale Agreement, on September 19, 2024. The Issuer (as Investor) entered into a Shareholders’ Agreement (the “Shareholders’ Agreement”) with Telecredit IFN S.A., based in Bucharest, Romania (“Telecredit” as Company) and Ms. Elisa Rusu (as Minority Shareholder). The key provisions of the Shareholders’ Agreement include:

– provisions on the competence and functioning of the bodies of Telecredit and the rules for the appointment and dismissal of their members,

– Granting the Issuer priority in acquiring all of the Minority Shareholder’s shares,

– Granting the Issuer the right to offer PragmaGO S.A. shares to the Minority Shareholder in exchange for Telecredit shares,

– Issuer’s authority to provide Telecredit with financing by increasing Telecredit’s share capital, providing Telecredit with an equity-converted loan or providing third-party financing.

The Shareholders’ Agreement comes into effect as long as the Closing of the Transaction occurs.

The issuer also reports on Telecredit’s financial results:

Data for 2023 as of December 31, 2023 (audited data):

– RON 9,926 thousand (PLN 9,078 thousand) – sales revenues,

– RON 1,765 thousand (PLN 1,614 thousand) – net profit,

– RON 39,954 thousand (PLN 34,928 thousand) – balance sheet total, including RON 31,737 thousand (PLN 27,745 thousand) receivables portfolio,

– RON 6,799 thousand (PLN 5,944 thousand) – equity.

Data for the first half of 2024 as of June 30, 2024 (unaudited data):

– RON 7,553 thousand (PLN 6,546 thousand) – sales revenues,

– RON 2,733 thousand (PLN 2,369 thousand) – net profit,

– RON 43,124 thousand (PLN 37,367 thousand) – total assets, including RON 40,793 thousand.

(PLN 35,347 thousand) receivables portfolio,

– RON 9,532 thousand (PLN 8,260 thousand) – equity.

Unaudited figures for factoring and lending turnover (value of financing provided to customers) are as follows: for 2023: RON 201,207 thousand (PLN 184,026 thousand) and for the first half of 2024: RON 141,644 thousand (PLN 122,756 thousand).

The above balance sheet figures have been converted at the average exchange rate of the National Bank of Poland for RON/PLN as of 29.12.2023 and 28.06.2024, respectively, while the result figures and turnover figures have been converted at the average exchange rate of the National Bank of Poland for RON/PLN as of the end of each month for 2023 and the first half of 2024, respectively.

The Issuer considered the above information to be important due to the fact that this transaction is expected to expand the Issuer’s operations outside Poland.

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

Approval by the Financial Supervision Commission of the documents of the 5th Public Bond Issuance Program

18-09-2024

RB 59/2024

The Board of Directors of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces that on September 18, 2024, the Financial Supervision Commission issued decisions to approve the registration document, the offering document for the Company’s covered bonds and the offering document for the Company’s unsecured bonds issued under the Company’s Fifth Public Bond Issuance Program (“V PEO”). The Registration Document together with the offering document for the covered bonds will constitute the base prospectus for the Company’s covered bonds issued under the V PEO. The registration document together with the offering document for the unsecured bonds will constitute the base prospectus for the Company’s unsecured bonds issued under the V PEO. The approved documents will be the basis for conducting public offerings of bonds issued by the Company under the V PEO with an aggregate nominal value of no more than PLN 500,000,000 (the “Bonds”) and for the admission and introduction of the Bonds to trading on the regulated market operated by the Warsaw Stock Exchange.

The issuer announced the determination of the V PEO in current report No. 29/2024 dated June 7, 2024.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Condition of the object of pledge – bond collateral

18-09-2024

RB 58/2024

In accordance with the Terms and Conditions of Issuance of bonds of series R, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the pledged receivables securing the claims of bondholders of these series. As of August 31, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,411,035.

for the A1 series £19,210,349.

For the A2 series, PLN 22,677,161.

For the T series, PLN 19,297,547.

for the U-series PLN 12,053,640.

For the B1 series, PLN 15,464,990.

Total value of the collection: PLN 103,114,721.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 120,880,038.

The value of the Loss Ratio as of 31/08/2024 is 0.69%.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Summary of Costs of the Fourth Public Bond Issuance Program

16-09-2024

RB 57/2024

In connection with the expiration of the Fourth Public Bond Issuance Program on September 14, 2024, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervision Authority on September 14, 2023 (hereinafter: the “Program”), the Management Board of PragmaGO S.A. (hereinafter: “Issuer”) announces to the public information on the amount of costs incurred in connection with the Program. The total costs of the Program, under which the Issuer issued: 200,000 series C1 bonds, 250,000 series C2 bonds, 250,000 series C3 bonds, 300,000 series C4 bonds, 350,000 series C5 bonds, 300,000 series C6 bonds amounted to: PLN 4,884,568.35. This amount consists of: 1. costs of preparing and carrying out bond offerings PLN 4,304,413.35, 2. costs related to the preparation and approval of the prospectus, including the cost of consulting PLN 404,475.00, 3. costs of promoting bond offerings PLN 175,680.00. The average total cost of conducting the offerings per bond offered, with a nominal value of PLN 100, was PLN 2.96. The Issuer did not incur costs of underwriters’ fees, as it did not conclude underwriting agreements in connection with the bond offerings. The costs of the Program in the amount of PLN 4,884,568.35 are included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result are amortized to the income statement over the term of the bonds. The Issuer announced the establishment of the Program in current report No. 20/2023 dated March 31, 2023, and the approval of the Program documents by the Financial Supervision Commission in current report No. 54/2023 dated September 14, 2023. Legal basis: § 16 (1) of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Introduction of series C6 bonds to trading on Catalyst

12-09-2024

RB 56/2024

The Management Board of the Issuer PragmaGO S.A. informs that on September 12, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 1129/2024 to introduce 300,000 series C6 bearer bonds with a nominal value of PLN 100 each, issued by PragmaGO S.A., to trading on the primary market on September 13, 2024. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0927”.

The resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of adoption.

Legal basis: § 17 (1) (4) of the Decree of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Early redemption of series B4 bonds

11-09-2024

RB 55/2024

The Management Board of PragmaGO S.A. (the “Issuer”) announces that on September 11, 2024 it adopted a resolution on the early redemption of series B4 bonds. The early redemption covers all 200,000 (two hundred thousand) series B4 bonds with a total nominal value of PLN 20 million. The bonds will be redeemed for cancellation.

The date for determining the entities entitled to receive early redemption benefits for the bonds was set for September 19, 2024, and the early redemption date was set for September 23, 2024. On the redemption date, the Issuer will pay the Early Redemption Amount, which consists of the bond principal, premium and interest. All settlements for the early redemption of Series B4 bonds will be carried out through the National Depository for Securities.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Registration of C6 series bonds with the National Securities Depository

11-09-2024

RB 54/2024

The Management Board of PragmaGO S.A. (hereinafter: “Issuer”) informs that on September 10, 2024, the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) issued a statement on entering into an agreement with the Issuer for the registration in a securities depository of i.e. 300,000 bearer bonds of C6 series, which were assigned ISIN code: PLGFPRE00404 (hereinafter: “Bonds”). The registration of the Bonds is made in connection with the admission of the Bonds to trading on the regulated market.

Legal basis: § 17 (1) (1) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Admission of series C6 bonds to the stock market

09-09-2024

RB 53/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces that on September 6, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 1104/2024 on the admission of 300,000 Series C6 bearer bonds issued by the Company (the “Bonds”) to trading on the primary market – as of the date of registration of the Bonds by the National Depository for Securities.

The Issuer announced the issuance of the Bonds in Current Report No. 48/2024 dated August 14, 2024, and the allocation of the Bonds in Current Report No. 51/2024 dated September 2, 2024.

Legal basis: § 17 (1) (2) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Completion of subscription of C6 series bonds

04-09-2024

RB 52/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for the Series C6 secured bearer bonds issued on the basis of Resolution of the Issuer’s Management Board No. 1/14.08.2024 dated August 14, 2024. under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023 (the “Bonds”): 1) Subscription commencement date: August 19, 2024. 2) Subscription closing date: August 30, 2024. 3) date of allotment of the Bonds: September 2, 2024 resolution on allocation of Bonds, 4) number of Bonds subscribed: 300,000 units, 5) reduction rate in individual tranches: the issue was not divided into tranches, reduction rate: 62.01%, 6) number of Bonds subscribed for: 789,759 units, 7) number of Bonds that were allocated in the subscription: 300,000 units, 8) the price at which the Bonds were subscribed: PLN 100.00, 9) the number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 1341 persons subscribed for the Bonds, 10) the number of persons to whom the Bonds were allotted under the subscription in each tranche: the issue was not divided into tranches, 1325 persons were allotted the Bonds, 11) the name / companies / underwriters who subscribed for the Bonds under the execution of underwriting agreements: The Company did not enter into underwriting agreements, 12) the total determination of the amount of costs that were included in the costs of issuing the Bonds amounted to PLN 883,253.95, including the costs of: a) preparing and conducting the offering of the Bonds: PLN 794,603.95, b) remuneration of the underwriters, for each separately: none, c) preparation of the Bond issue documentation, including the costs of consulting: PLN 58,650.00, d) promotion of the Bond offering: PLN 30,000.00, 13) average cost of conducting the subscription of Bonds per unit of security: PLN 2.94, 14) financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. The incurred costs of preparing and conducting the offering and consulting related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized to the income statement over the term of the Bonds. At the same time, the Issuer indicates that upon completion of the last bond offering conducted under the Fourth Public Bond Issuance Program, the Issuer will provide information on the total cost of conducting bond offerings under the Fourth Public Bond Issuance Program in a separate current report. 15) All Bonds were acquired for cash contributions. The Issuer announced the issuance of the Bonds in current report No. 48/2024 dated August 14, 2024, and the allocation of the Bonds in current report No. 51/2024 dated September 2, 2024. Legal basis: Article 16 (1) of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Allocation of C6 series bonds

02-09-2024

RB 51/2024

With reference to current report No. 48/2024 dated August 14, 2024 regarding the issuance of series C6 bonds under the Fourth Public Bond Issuance Program (hereinafter: “Program”), the Board of Directors of PragmaGO S.A. (hereinafter: the “Company”) announces that on September 2, 2024, it adopted a resolution (hereinafter: the “Resolution”) on the allotment of Series C6 bonds issued under the Program (hereinafter: the “Bonds”). A total of 300,000 Bonds were offered in the public offering at an issue price of PLN 100 per Bond. The Management Board allotted 300,000 Bonds with a total nominal value of PLN 30,000,000. As a result of proportional reduction, which amounted to 62.01%, the Company allocated 300,000 Bonds in response to the subscriptions of 1,341 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Condition of the object of pledge – bond collateral

20-08-2024

RB 50/2024

In accordance with the Terms and Conditions of Issuance of bonds of series R, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the pledged receivables securing the claims of bondholders of these series. As of July 31, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 16,635,818.

for the A1 series, PLN 19,251,397.

For the A2 series, PLN 22,428,143.

for the T series, PLN 19,560,262.

for the U-series PLN 12,014,188.

For the B1 series, PLN 15,343,829.

Total value of the collection: PLN 105,233,638.

There was no shortage condition

Total receipts to the bank account pledged to secure the receivables under the Series R, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 105,640,242.

The value of the Loss Ratio as of 31/07/2024 is 0.80%.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Conclusion of registered pledge agreements securing bondholders’ claims under series C6 bonds

14-08-2024

49/2024

The Management Board of PragmaGO S.A. with its seat in Katowice (the “Issuer”), informs that on August 14, 2024. The Issuer has entered into an agreement with CK Legal Chabasiewicz Kowalska i Wspólnicy Spółka Komandytowo – Akcyjna, based in Krakow (“Pledge Administrator”) acting as a pledge administrator on its own behalf, but for the benefit of bondholders entitled under the Series C6 bonds issued by the Issuer under the Fourth Public Bond Issuance Program (“Series C6 Bonds”), a registered pledge agreement on a set of rights with variable composition (the “Set Pledge Agreement”) and a registered pledge agreement on receivables from a bank account (the “Account Pledge Agreement”), to secure the receivables of bondholders entitled under the Series C6 Bonds.
The registered pledge on the set of floating rights, which is the subject of the Set Pledge Agreement, will be established up to the highest security amount of PLN 36,000,000.
Under the Collection Pledge Agreement, the Issuer undertook not to sell or encumber the object of the registered pledge as a whole, or the individual receivables included in the collection, before the expiration of the pledge. The Collection Pledge Agreement stipulates that the Pledge Administrator may, at its discretion, satisfy the Bondholders’ claims from the pledged object: through court enforcement proceedings, through sale by public tender conducted by a bailiff or notary public, by taking ownership of the collection of receivables as a pledged object.
A registered pledge on the Issuer’s present and future rights, receivables and claims against the bank maintaining the Issuer’s bank account, including in particular a claim for payment of amounts accumulated in the account together with all accrued interest, which is the subject of the Account Pledge Agreement, will be established up to the highest security amount of PLN 36,000,000.
The Account Pledge Agreement provides that the Pledge Administrator may, at its option, satisfy the Bondholders’ claims from the pledged property: through judicial enforcement proceedings or by taking ownership of the pledged property.

The Issuer announced the issuance of Series C6 Bonds in current report No. 48/2024 dated August 14, 2024.
Legal basis: Article 17 (1) MAR – confidential information.

Issuance of series C6 bonds under the 4th Public Bond Issuance Program

14-08-2024

RB 48/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces that on August 14, 2024, it adopted a resolution on the issuance and determination of the final terms and conditions of the Series C6 bonds (the “Bonds”). The Bonds are issued under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023.
The Bonds will be offered by way of a public offering on the basis of the Secured Bond Base Prospectus (the “Prospectus”). As part of the Bond issue, 300,000 (three hundred thousand) Bonds with a par value of PLN 100.00 (one hundred) each will be offered. The total par value of the Bonds shall be PLN 30,000,000.00 (thirty million). The issue price of the Bonds shall be equal to the nominal value.
The interest rate on the Bonds shall be variable, its amount shall be determined at the prime rate plus a fixed margin, subject to an increase in the amount of the margin in the event that the Issuer’s Debt Index is exceeded under the rules described in the Final Terms of the Bonds. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are presented in the Prospectus and the Final Terms of the Bonds.
The Issuer will redeem the Bonds on September 2, 2027. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Final Terms of the Bonds. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading on the Catalyst regulated market operated by the Warsaw Stock Exchange S.A.
The Bonds will be secured in particular by a registered pledge on a set of existing and future receivables of variable composition, constituting an economic whole, and a registered pledge on the Issuer’s bank account. Details of the collateral for the Bonds are presented in the Prospectus and the Final Terms of the Bonds.
The Issuer announced the establishment of the Fourth Public Bond Issuance Program in current report No. 20/2023 dated March 31, 2023.

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

Introduction of series C5 bonds to exchange trading on Catalyst

09-08-2024

RB 47/2024

The Management Board of the Issuer PragmaGO S.A. informs that on August 08, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 1018/2024 to introduce 350,000 series C5 bearer bonds with a nominal value of PLN 100 each, issued by PragmaGO S.A., to trading on the primary market on August 12, 2024. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0727”. The Resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of adoption.
Legal basis: § 17 (1) (4_) of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Completion of subscription of series C5 bonds

07-08-2024

RB 46/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for unsecured bearer bonds, series C5, issued on the basis of the Issuer’s Management Board Resolution No. 1/11.07.2024 dated July 11, 2024. under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023 (the “Bonds”):

1) Subscription start date: July 16, 2024
2) subscription closing date: July 29, 2024
3) date of allotment of Bonds: July 30, 2024 resolution on allocation of Bonds,
4) number of Bonds subscribed: 350,000 units,
5) reduction rate per tranche: the issue was not divided into tranches, reduction rate: 64,10 %,
6) number of Bonds subscribed for: 974,961 units,
7) the number of Bonds that were allocated in the subscription: 350,000 units,
8) the price at which the Bonds were taken up: PLN 100.00,
9) the number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 1490 persons subscribed for the Bonds,
10) the number of persons to whom the Bonds were allotted in the conducted subscription in individual tranches: the issue was not divided into tranches, the Bonds were allotted to 1467 persons,
11) the name(s) of the underwriters who subscribed for the Bonds in performance of the underwriting agreements:
The Company has not entered into underwriting agreements,
12) The total determination of the amount of costs that were included in the costs of issuance of Bonds amounted to PLN 981,976.00, including costs:
a) preparation and conduct of the offering of the Bonds: PLN 929,876.00,
b) remuneration of underwriters, for each separately: none,
c) preparation of the Bond issue documentation, including costs of consultancy: PLN 22,750.00,
d) promotion of the Bond offering: PLN 29,350.00,
13) average cost of conducting the subscription of Bonds per unit of security: PLN 2.81,
14) financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. The incurred costs of preparing and conducting the offering and advisory services related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized to the income statement over the term of the Bonds. At the same time, the Issuer indicates that upon completion of the last bond offering conducted under the Fourth Public Bond Issuance Program, the Issuer will provide information on the total cost of conducting bond offerings under the Fourth Public Bond Issuance Program in a separate current report.
15) all Bonds were taken up for cash contributions.

The Issuer announced the issuance of the Bonds in Current Report No. 39/2024 dated July 11, 2024, and the allocation of the Bonds in Current Report No. 43/2024 dated July 30, 2024.

Legal basis: article 16 paragraph 1_ of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Admission of series C5 bonds to the stock market

06-08-2024

RB 45/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland _ the “Company” or the “Issuer”_ informs that on August 05, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 1010/2024 on the admission of 350,000 Series C5 bearer bonds issued by the Company _ the “Bonds”_ to trading on the primary market, as of the date of registration of the Bonds by the National Securities Depository.

The Issuer announced the issuance of the Bonds in Current Report No. 39/2024 dated July 11, 2024, and the allocation of the Bonds in Current Report No. 43/2024 dated July 30, 2024.

Legal basis: § 17 (1) (2_) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Registration of series C5 bonds with the National Securities Depository

05-08-2024

RB 44/2024

The Management Board of PragmaGO S.A. _hereinafter: “Issuer”_ informs that on August 02, 2024, the National Securities Depository S.A. issued a statement that it has entered into an agreement with the Issuer for the registration in the securities depository of i.e. 350,000 series C5 bearer bonds, which have been assigned ISIN code: PLGFPRE00396 _hereinafter: “Bonds”_. The registration will take place within 3 days of the National Securities Depository’s receipt of the decision to admit these bonds to trading on the regulated market.

Legal basis: § 17 (1) (1) of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information.

Allocation of series C5 bonds

30-07-2024

RB 43/2024

With reference to current report No. 39/2024 dated July 11, 2024 regarding the issue of series C5 bonds under the Fourth Public Bond Issuance Program (hereinafter: “Program”), the Board of Directors of PragmaGO S.A. (hereinafter: the “Company”) announces that on July 30, 2024, it adopted a resolution (hereinafter: the “Resolution”) on the allocation of Series C5 bonds issued under the Program (hereinafter: the “Bonds”). A total of 350,000 Bonds were offered in the public offering at an issue price of PLN 100 per Bond. The Management Board allotted 350,000 Bonds with a total nominal value of PLN 35,000,000. As a result of the proportional reduction, which amounted to 64.10%, the Company allocated 350,000 Bonds in response to the subscriptions of 1,490 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Early redemption of series B3 bonds

26-07-2024

RB 42/2024

The Management Board of PragmaGO S.A. (the “Issuer”) announces that on July 26, 2024 it adopted a resolution on the early redemption of series B3 bonds. The early redemption covers all 250,000 (two hundred and fifty thousand) series B3 bonds with a total nominal value of PLN 25 million. The bonds will be redeemed for cancellation.

The date for determining the entities entitled to receive early redemption benefits for the bonds was set for August 5, 2024, and the early redemption date was set for August 7, 2024. On the redemption date, the Issuer will pay the Early Redemption Amount, which consists of the bond principal, premium and interest. All settlements for the early redemption of Series B3 bonds will be carried out through the National Depository for Securities.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Condition of the object of pledge – bond collateral

19-07-2024

RB 41/2024

In accordance with the Terms and Conditions of Issuance of bonds of series R, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the pledged receivables securing the claims of bondholders of these series. As of June 30, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,489,095.

for the A1 series, PLN 19,221,033.

For the A2 series, PLN 22,049,148.

for the T-series PLN 19,356,493.

For the U-series, PLN 12,240,915.

For the B1 series, PLN 15,446,974.

Total value of the collection: PLN 102,803,657.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 101,494,193.

The value of the Loss Ratio as of 30/06/2024 is 0.79%

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Turnover and customer volume data for 2Q 2024.

16-07-2024

RB 40/2024

The Management Board of PragmaGO S.A. (“Issuer”) presents estimated results in terms of turnover and number of customers served for Q2 2024 and the first half of 2024.
Turnover (nominal value of financed receivables) in Q2 2023 amounted to PLN 611 million (up 25% y/y), of which PLN 493 million went to factoring (up 18% y/y) and PLN 117 million to digital loans (up 66% y/y). Factoring was used by 1,298 customers and loans by 9,250 unique companies.
Digital factoring continues its rapid growth (+15% y/y, PLN 263 million turnover). Digital factoring accounted for 53% of factoring turnover. The service allows financing of invoices in a fixed contract, the parameters of which the customer can adjust online.

Embedded finance services (which are distributed through automated technical integration with partners) generated turnover of PLN 161 million in Q2 2024 (up 47% y/y), benefiting 9,559 entrepreneurs (up 16% y/y), including:

– The Merchant Cash Advance service (revenue advance for online and offline merchants) was used by 1,484 entrepreneurs (up 79% y/y), who received financing worth PLN 61 million (up 121% y/y),

– The BNPL service (B2B deferred payments) was used by 8,032 entrepreneurs (up 9% y/y), who received financing worth PLN 56 million (up 31% y/y).

In Q2 2024, PragmaGO services were used by 10,521 businesses (up 17% y/y), which completed 106,923 transactions (up 4% y/y).

In Q1-Q2 2024, PragmaGO’s total turnover (nominal value of financed receivables) was PLN 1.15 billion (up 25% year-on-year).
Factoring generated PLN 924 million (up 16% y/y). Digital factoring turnover increased by as much as 29% y/y (PLN 498 million). Digital factoring accounted for 54% of total factoring turnover. Traditional factoring grew by 5% y/y and reached PLN 426 million.
Factoring was used by 1,756 customers, while digital loans were used by 12,156 companies. Digital loans accounted for PLN 227 million in turnover (up 80% year-on-year).

Embedded finance products achieved a turnover of PLN 305 million (up 49% y/y), including:
– the Merchant Cash Advance service was used by 2,185 entrepreneurs (up 95% y/y), who received financing worth PLN 113 million (up 132% y/y),
– the BNPL service (B2B deferred payments) was used by 10,395 entrepreneurs (up 8% y/y), who received financing worth PLN 112 million (up 44% y/y).
During the first half of 2024, PragmaGO served 13,872 entrepreneurs (up 18% y/y). They completed 208,878 transactions (up 7% y/y).

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Issuance of series C5 bonds under the 4th Public Bond Issuance Program

11-07-2024

RB 39/2024

The Board of Directors of PragmaGO S.A., with its seat in Katowice, Poland _ the “Company” or the “Issuer”_ informs that on July 11, 2024, it adopted a resolution on the issuance and determination of the final terms and conditions of the Series C5 Bonds _ the “Bonds”_. The Bonds are issued under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023.

The Bonds shall be offered through a public offering on the basis of the Base Prospectus for Unsecured Bonds _”Prospectus”_. As part of the Bond issue, 350,000 _three hundred and fifty thousand_ Bonds with a par value of PLN 100.00 _one hundred_ each will be offered. The total par value of the Bonds shall be PLN 35,000,000.00 _thirty-five million_. The issue price of the Bonds shall be equal to the par value.

The interest rate on the Bonds is variable, and will be set at the prime rate plus a fixed margin, subject to an increase in the margin if the Issuer’s Debt Index is exceeded under the terms described in the Final Terms of the Bonds. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are presented in the Prospectus and the Final Terms of the Bonds.

The Issuer will redeem the Bonds on July 30, 2027. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Final Terms of the Bonds. The Bonds will not be secured. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading on the Catalyst regulated market operated by the Warsaw Stock Exchange.

The Issuer announced the determination of the Fourth Public Bond Issuance Program in current report No. 20/2023 dated March 31, 2023.
Legal basis: Article 17 (1) MAR – confidential information.

Early redemption of series B2 bonds

09-07-2024

RB 38/2024

The Management Board of PragmaGO S.A. (the “Issuer”) announces that on July 9, 2024 it adopted a resolution on the early redemption of series B2 bonds. The early redemption shall cover all remaining 100,000 (one hundred thousand) series B2 bonds with a total nominal value of PLN 10 million, which were not subject to early redemption implemented on the basis of a resolution of the Management Board of PragmaGO S.A. on early redemption of a portion of series B2 bonds dated June 25, 2024. The bonds shall be redeemed for cancellation.
The date for determining entities entitled to receive benefits from the early redemption of bonds was set for July 17, 2024, and the early redemption date was set for July 19, 2024. On the redemption date, the Issuer will pay the Early Redemption Amount, which consists of the bond principal, premium and interest. All settlements for the early redemption of the series B2 bonds will be carried out through the National Securities Depository S.A.
The Issuer announced the early partial redemption of the series B2 bonds in current report No. 32/2024 dated June 25, 2024.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Introduction of series C4 bonds to exchange trading on Catalyst

09-07-2024

RB 37/2024

The Management Board of the Issuer PragmaGO S.A. informs that on July 8, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 890/2024 to introduce 300,000 series C4 bearer bonds with a nominal value of PLN 100 each, issued by PragmaGO S.A., to trading on the primary market as of July 10, 2024. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0627”. The resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of adoption.

Legal basis: § 17 (1) (4_) of the Regulation of the Minister of Finance dated March 29, 2018. on current and periodic information (…).

Registration of series C4 bonds with the National Securities Depository

05-07-2024

RB 36/2024

The Management Board of PragmaGO S.A. _hereinafter: the “Issuer”_ informs that on July 5, 2024, the National Securities Depository S.A. issued a statement that it has entered into an agreement with the Issuer for the registration in the securities depository of i.e. 300,000 bearer bonds of series C4, which have been assigned ISIN code: PLGFPRE00388 _hereinafter: the “Bonds”_. The registration is made in connection with the admission of the Bonds to trading on the regulated market.

Legal basis: § 17(1)(1) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Admission of series C4 bonds to the stock market

03-07-2024

RB 35/2024

The Management Board of PragmaGO S.A. with its seat in Katowice (the “Company” or the “Issuer”) announces that on July 2, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 861/2024 on the admission to exchange trading on the primary market of 300.000 series C4 bearer bonds issued by the Company (the “Bonds”) – as of the date of registration of the Bonds by the National Securities Depository S.A.
The Issuer reported on the issuance of the Bonds in current report No. 30/2024 dated June 11, 2024, and about the allocation of the Bonds in current report No. 33/2024 dated June 26, 2024.

Legal basis: § 17 (1) (2) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Completion of subscription of series C4 bonds

01-07-2024

RB 34/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for unsecured bearer bonds, series C4, issued on the basis of the Issuer’s Management Board Resolution No. 1/11.06.2024 dated June 11, 2024. under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023 (the “Bonds”):

1) Subscription start date: June 12, 2024
2) subscription closing date: June 25, 2024
3) date of allotment of Bonds: June 26, 2024 resolution on allocation of Bonds,
4) number of Bonds subscribed: 300,000 units,
5) reduction rate per tranche: the issue was not divided into tranches, reduction rate: 67,56 %,
6) number of Bonds subscribed for: 924,758 units,
7) the number of Bonds that were allocated in the subscription: 300,000 units,
8) the price at which the Bonds were taken up: PLN 100.00,
9) the number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 1298 persons subscribed for the Bonds,
10) the number of persons to whom the Bonds were allotted in the conducted subscription in individual tranches: the issue was not divided into tranches, the Bonds were allotted to 1282 persons,
11) Name(s) of the underwriters who subscribed for the Bonds in the performance of underwriting agreements: The Company has not entered into underwriting agreements,
12) The total determination of the amount of costs that were included in the cost of issuing the Bonds amounted to PLN 847,053.00, including costs:
a) preparation and conduct of the offering of the Bonds: PLN 795,933.00,
b) remuneration of underwriters, for each separately: none,
c) preparation of the Bond issue documentation, including costs of consultancy: PLN 22,750.00,
d) promotion of the Bond offering: PLN 28,370.00,
13) average cost of conducting the subscription of Bonds per unit of security: PLN 2.82,
14) financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. The incurred costs of preparing and conducting the offering and advisory services related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized to the income statement over the term of the Bonds. At the same time, the Issuer indicates that after the completion of the last bond offering conducted under the Fourth Public Bond Issuance Program, the Issuer will provide information on the total cost of conducting bond offerings under the Fourth Public Bond Issuance Program in a separate current report.
15) all Bonds were acquired for cash contributions.

The Issuer announced the issuance of the Bonds in Current Report No. 30/2024 dated June 11, 2024, and the allocation of the Bonds in Current Report No. 33/2024 dated June 26, 2024.

Legal basis: article 16 (1) of the Regulation of the Minister of Finance of March 29, 2018 on current and periodic information (…).

Allocation of series C4 bonds

26-06-2024

RB 33/2024

With reference to current report No. 30/2024 dated June 11, 2024 regarding the issue of Series C4 bonds under the Fourth Public Bond Issuance Program (hereinafter: “Program”), the Board of Directors of PragmaGO S.A. (hereinafter: the “Company”) announces that on June 26, 2024, it adopted a resolution (hereinafter: the “Resolution”) on the allocation of Series C4 bonds issued under the Program (hereinafter: the “Bonds”). A total of 300,000 Bonds were offered in the public offering at an issue price of PLN 100 per Bond. The Management Board allotted 300,000 Bonds with a total nominal value of PLN 30,000,000. As a result of proportional reduction, which amounted to 67.56%, the Company allocated 300,000 Bonds in response to the subscriptions of 1,298 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Early partial redemption of series B2 bonds

25-06-2024

RB 32/2024

The Management Board of PragmaGO S.A. (the “Issuer”) announces that on June 25, 2024, it adopted a resolution on the early redemption of part of the series B2 bonds. The early redemption covers part of the series B2 bonds, i.e. 100,000 (one hundred thousand) bonds with a total nominal value of PLN 10 million. The bonds will be redeemed for cancellation. The date for determining the entities entitled to receive benefits from the early redemption of the bonds was set for July 3, 2024, and the early redemption date was set for July 11, 2024. The bonds will be redeemed in proportion to the total number of Series B2 bonds by each Bondholder. On the redemption date, the Issuer will pay the Early Redemption Amount, which consists of the bond principal, premium and interest. All settlements of the Series B2 bonds will be carried out through the National Depository for Securities.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Condition of the object of pledge – bond collateral

20-06-2024

RB 31/2024

In accordance with the Terms of Issuance of bonds of series R, S, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of May 31, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,414,919.

For the S series, PLN 8,460,754.

for the A1 series, PLN 19,200,832.

For the A2 series, PLN 20,497,491.

for the T series, PLN 19,214,956.

For the U series, PLN 12,051,371.

for the B1 series PLN 15,356,545.

Total value of the collection: PLN 109,196,868.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, S, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 117,494,910.

The value of the Loss Ratio as of 31/05/2024 is 0.68%.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Issuance of Series C4 bonds under the Fourth Public Bond Issuance Program

11-06-2024

RB 30/2024

The Board of Directors of PragmaGO S.A., with its seat in Katowice, Poland _ the “Company” or the “Issuer”_ informs that on June 11, 2024, it adopted a resolution on the issuance and determination of the final terms and conditions of the Series C4 Bonds _ the “Bonds”_. The Bonds are issued under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023.

The Bonds will be offered through a public offering on the basis of the Base Prospectus for Unsecured Bonds _”Prospectus”_. As part of the Bond issue, 300,000 _three hundred thousand_ Bonds with a par value of PLN 100.00 _ hundred_ each will be offered. The total par value of the Bonds will be PLN 30,000,000.00 _thirty million_. The issue price of the Bonds shall be equal to the par value.

The interest rate on the Bonds is variable, and will be set at the prime rate plus a fixed margin, subject to an increase in the margin if the Issuer’s Debt Index is exceeded under the terms described in the Final Terms of the Bonds. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are presented in the Prospectus and the Final Terms of the Bonds.

The redemption date for the Bonds is June 26, 2027, as this is a non-business day, the redemption will take place on the next business day, i.e. June 28, 2027. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Final Terms of the Bonds. The Bonds will not be secured. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading on the Catalyst regulated market operated by the Warsaw Stock Exchange S.A.

The Issuer announced the determination of the Fourth Public Bond Issuance Program in current report No. 20/2023 dated March 31, 2023.
Legal basis: Article 17 (1) MAR – confidential information.

Determination of the Fifth Public Bond Issuance Program

07-06-2024

RB 29/2024

The Management Board of PragmaGO S.A. (“Issuer”, “Company”) announces that on June 7, 2024, it adopted a resolution on the establishment of the 5th Public Bond Issuance Program (“5th PEO”).
The Issuer will be authorized to issue and carry out public offerings of bonds (“Bonds”) under the 5th PEO with an aggregate nominal value of no more than 500.000,000 (five hundred million) zlotys, on the basis of a prospectus after its approval by the Financial Supervision Commission.
The Bonds will be dematerialized bearer bonds. Individual series of Bonds may have different detailed terms and conditions of issuance, including rules regarding the interest rate and its amount, as well as the maturity of the Bonds (which shall not be longer than 5 years from the date of allotment of the Bonds of each series). The Bonds may be issued in zlotys or euros.
The Bonds will be admitted and introduced to organized trading on the Catalyst market, on a regulated market or in an alternative trading system.
The Bonds issued under PEO V may be secured bonds or unsecured bonds. In the case of Secured Bonds, the details of the security will be specified in the prospectus and the final terms of issue of the Secured Bonds.

Legal basis: Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Condition of the object of pledge – bond collateral

20-05-2024

RB 28/2024

In accordance with the Terms of Issuance of bonds of series R, S, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of April 30, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,409,853.

For the S series, PLN 8,429,972.

for the A1 series, PLN 19,276,457.

For the A2 series, PLN 20,414,370.

for the T series, PLN 19,218,345.

for the U-series PLN 12,026,007.

For the B1 series, PLN 15,359,050.

Total value of the collection: PLN 109,134,055.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, S, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 129,013,149.

The value of the Loss Ratio as of 30/04/2024 is 0.57%

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Determination of the first day of trading of EUR1 series bonds

08-05-2024

RB 27/2024

The Management Board of the Issuer PragmaGO S.A. announces that on May 7, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 569/2024 to set May 9, 2024 as the first day of trading in the alternative trading system on the Catalyst market of 35,000 EUR1 series bearer bonds issued by PragmaGO S.A., designated by the National Securities Depository S.A. with the code PLGFPRE00370. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0427.”

Legal basis: § 17 (1) (4_) of the Regulation of the Minister of Finance dated March 29, 2018. on current and periodic information _…_.

Introduction of series EUR1 bonds to trading on Catalyst

30-04-2024

RB 26/2024

The Management Board of the Issuer PragmaGO S.A. announces that on April 29, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 555/2024 on the introduction to the alternative trading system on Catalyst of 35,000 EUR1 series bearer bonds with a nominal value of EUR 100 each, issued by PragmaGO S.A. – as of the date of registration of these bonds by the National Securities Depository S.A.

The resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of adoption.

Legal basis: § 17 (1) (4) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information (…).

Registration of EUR1 series bonds with the National Securities Depository

23-04-2024

RB 25/2024

The Management Board of PragmaGO S.A. (hereinafter: “Issuer”) informs that on April 22, 2024, the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) issued a statement on entering into an agreement with the Issuer for the registration in a securities depository of i.e. 35,000 EUR1 series bearer bonds, which have been assigned ISIN code: PLGFPRE00370 (hereinafter: “Bonds”). The registration of the Bonds shall take place within 3 days of receipt by the National Depository of the decision to introduce the Bonds to the alternative trading system.

Legal basis: § 17(1)(1) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Q1 2024 turnover and customer volume data.

22-04-2024

RB 24/2024

The Management Board of PragmaGO S.A. (the “Issuer”) presents estimated results in terms of turnover and number of customers served for Q1 2024.
Turnover (nominal value of financed receivables) in Q1 2024 amounted to PLN 541 million (up 24% y/y), of which PLN 431 million went to factoring (up 14% y/y) and PLN 110 million to digital loans (up 97% y/y). Factoring was used by 1,449 customers (up 35% y/y) and loans by 9,048 companies (up 24% y/y).
Digital factoring continues its rapid growth (+34% y/y, PLN 235 million turnover), while traditional factoring recorded negative growth (-3% y/y, PLN 196 million turnover). Digital factoring already accounts for 55% of factoring turnover (compared to 47% in the same period last year).
With digital factoring, the customer can select a specific solution fully online. During the process, he can adjust the parameters of the agreement to his needs, learn about and approve the pricing terms. Thus, he can start using factoring from anywhere and at any time – in a 24/7/365 model.
Embedded finance services (partnership model: embedding financial services into partners’ ecosystems) generated in Q1 2024. turnover of PLN 144 million (up 52%), used by 9,319 entrepreneurs (up 22% y/y), including:
– 1,620 entrepreneurs used the Merchant Cash Advance service (revenue advance for online and offline merchants) (up 141% y/y), who received financing worth PLN 67 million (up 205% y/y),
– 7,646 entrepreneurs used the BNPL service (B2B deferred payments) (up 15% y/y), who received financing worth PLN 41 million (up 31% y/y).
In Q1 2024, 10,476 entrepreneurs used PragmaGO’s services (up 26% y/y) to complete 101,955 transactions (up 12% y/y).

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Condition of the object of pledge – bond collateral

20-04-2024

RB 23/2024

In accordance with the Terms of Issuance of bonds of series R, S, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of March 31, 2024, the nominal value of the claims included in the set of pledged claims for each series amounted to.

For the R series, PLN 14,415,205.

For the S series, PLN 8,428,404.

for the A1 series, PLN 19,292,633.

for the A2 series, PLN 20,485,661.

For the T series, PLN 19,204,491.

for the U-series PLN 12,007,643.

For the B1 series, PLN 15,348,199.

Total value of the collection: PLN 109,182,236.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, S, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 138,834,551.

The value of the Loss Ratio as of 31/03/2024 is 0.47%

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Completion of subscription of EUR1 series bonds

17-04-2024

RB 22/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for the EUR1 series unsecured bearer bonds issued pursuant to Resolution of the Issuer’s Management Board No. 1/20.03.2024 dated March 20, 2024 and offered in a public offering within the meaning of Article 2(d) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017. on the prospectus to be published in connection with a public offering of securities or their admission to trading on a regulated market and repealing Directive 2003/71/EC (the “Prospectus Regulation”), which public offering does not require the publication of a prospectus pursuant to Article 3(2) of the Prospectus Regulation, and which, pursuant to Article 37b of the Act on Public Offering and the Conditions for Introducing Financial Instruments to an Organized Trading System and on Public Companies, requires an information memorandum to be made available to the public (the “Bonds”):

subscription start date: April 3, 2024,
subscription end date: April 15, 2024,
Date of allotment of Bonds: April 16, 2024,
number of Bonds subscribed: 35,000 Bonds,
reduction rate per tranche: the issue was not divided into tranches, reduction rate: 17,05%,
number of Bonds subscribed for: 42,192 units,
number of Bonds that were allocated in the conducted subscription: 35,000 units,
The price at which the Bonds were taken up: EUR 100.00,
nominal value of Bonds: EUR 100.00 each Bond, the total par value of the Bonds is EUR 3,500,000.00,
Number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 257 persons subscribed for the Bonds,
Number of persons to whom the Bonds were allotted in the subscription in individual tranches: the issue was not divided into tranches, the Bonds were allotted to 250 persons, to the best of the Issuer’s knowledge none of the persons to whom the Bonds were allotted is an affiliate of the Issuer within the meaning of § 4(6) of the ATS Regulations,
Name(s) of the underwriters who subscribed for the Bonds under the execution of underwriting agreements: The Company has not entered into underwriting agreements,
The total determination of the amount of costs that were included in the costs of issuing the Bonds amounted to PLN 484,825.71, including costs:
Preparation and conduct of the offering of the Bonds: PLN 386,678.71,
Underwriters’ remuneration, for each separately: did not occur,
Preparation of the Bond issue documentation, including the cost of consulting: PLN 74,647.00,
promotion of the Bonds offering: PLN 23,500.00,
Average cost of subscription of Bonds per unit of security: PLN 13.85,
financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. Costs incurred in preparing and conducting the offering and consulting services related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized to the income statement over the term of the Bonds,
All Bonds were taken up for cash contributions.

The Issuer announced the issuance of the Bonds in Current Report No. 14/2024 dated March 20, 2024, and the allocation of the Bonds in Current Report No. 21/2024 dated April 16, 2024.

Legal basis: par. 16(1) of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Allocation of EUR1 series bonds

16-04-2024

RB 21/2024

With reference to current report No. 14/2024 dated March 20, 2024 on the issue of EUR1 bonds offered in a public offering, within the meaning of Article 2(d) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 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/EC (the “Prospectus Regulation”), which public offering does not require the publication of a prospectus, pursuant to Art. 3(2) of the Prospectus Ordinance, and which, pursuant to Article 37b of the Act on Public Offerings and Conditions for Introducing Financial Instruments to an Organized Trading System and on Public Companies, requires an information memorandum to be made available to the public, the terms and conditions of which were presented in the information memorandum published on April 2, 2024, The Management Board of PragmaGO S.A. (hereinafter: the “Company”) informs that on April 16, 2024, it adopted a resolution (hereinafter: the “Resolution”) on the allotment of EUR1 series bonds (hereinafter: the “Bonds”). A total of 35,000 Bonds were offered in the public offering at an issue price of EUR100 per Bond. The Board of Directors allotted 35,000 Bonds with a total nominal value of EUR 3,500,000. As a result of the proportional reduction, which amounted to 17.05%, the Company allocated 35,000 Bonds in response to the subscriptions of 275 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Introduction of series C3 bonds to exchange trading on Catalyst

10-04-2024

RB 20/2024

The Management Board of the Issuer PragmaGO S.A. announces that on April 9, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 477/2024 to introduce 250,000 series C3 bearer bonds with a nominal value of PLN 100 each, issued by PragmaGO S.A., to trading on the primary market on April 11, 2024. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0327”. The Resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of adoption.
Legal basis: § 17 (1) (4) of the Regulation of the Minister of Finance dated March 29, 2018. on current and periodic information (…).

Registration of series C3 bonds with the National Securities Depository

04-04-2024

RB 19/2024

The Management Board of PragmaGO S.A. (hereinafter: “Issuer”) informs that on April 3, 2024, the National Depository for Securities (Krajowy Depozyt Papierów Wartościowych S.A.) issued a statement on entering into an agreement with the Issuer for the registration in a securities depository of i.e. 250,000 bearer bonds of series C3, which have been assigned ISIN code: PLGFPRE00362 (hereinafter: “Bonds”). The registration is made in connection with the admission of the Bonds to trading on the regulated market.

Legal basis: § 17(1)(1) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Admission of series C3 bonds to the stock market

29-03-2024

RB 18/2024

The Management Board of PragmaGO S.A. with its seat in Katowice (the “Company” or the “Issuer”) informs that on March 28, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 432/2024 on the admission of 250,000 Series C3 bearer bonds issued by the Company (the “Bonds”) to trading on the primary market – as of the date of registration of the Bonds by the National Depository for Securities.

The Issuer announced the issuance of the Bonds in Current Report No. 12/2024 dated March 6, 2024, and the allocation of the Bonds in Current Report No. 15/2024 dated March 21, 2023.

Legal basis: § 17 (1) (2) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Completion of subscription of series C3 bonds

29-03-2024

RB 17/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for unsecured bearer bonds, series C3, issued on the basis of Resolution of the Issuer’s Management Board No. 1/06.03.2024 dated March 6, 2024. under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervision Authority on September 14, 2023 (the “Bonds”):
1) Subscription commencement date: March 7, 2024
2) subscription closing date: March 20, 2024
3) date of allotment of Bonds: March 21, 2024 resolution on allocation of Bonds,
4) number of Bonds subscribed: 250,000 units,
5) reduction rate per tranche: the issue was not divided into tranches, reduction rate: 57,83%,
6) number of Bonds subscribed for: 592,805 units,
7) the number of Bonds that were allocated in the subscription: 250,000 units,
8) the price at which the Bonds were taken up: PLN 100.00,
9) the number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 1101 persons subscribed for the Bonds,
10) the number of persons to whom the Bonds were allotted in the conducted subscription in individual tranches: the issue was not divided into tranches, the Bonds were allotted to 1088 persons,
11) Name(s) of the underwriters who subscribed for the Bonds in the performance of underwriting agreements: The Company has not entered into underwriting agreements,
12) The total determination of the amount of costs that were included in the costs of issuance of Bonds amounted to PLN 709,378.00, including costs:
a) preparation and conduct of the offering of the Bonds: PLN 661,328.00,
b) remuneration of underwriters, for each separately: none,
c) preparation of the Bonds issue documentation, including costs of consultancy: PLN 22,750.00,
d) promotion of the Bonds offering: PLN 25,300.00
13) average cost of conducting the subscription of Bonds per unit of security: PLN 2.84,
14) financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. The incurred costs of preparing and conducting the offering and advisory services related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized to the income statement over the term of the Bonds. At the same time, the Issuer indicates that upon completion of the last bond offering conducted under the Fourth Public Bond Issuance Program, the Issuer will provide information on the total cost of conducting bond offerings under the Fourth Public Bond Issuance Program in a separate current report.
15) all of the Bonds were acquired for cash contributions.
The Issuer announced the issuance of the Bonds in current report No. 12/2024 dated March 6, 2024, and the allocation of the Bonds in current report No. 15/2024 dated March 21, 2024.
Legal basis: Article 16(1) of the Regulation of the Minister of Finance dated March 29, 2018 on current and periodic information (…).

Information received pursuant to Article 19 (1) of MAR

21-03-2024

RB 16/2024

The Management Board of PragmaGO S.A. _Emitter_ informs that on March 21, 2024 it received a notification of a transaction on the Issuer’s bonds, sent in accordance with Article 19 (1) of the MAR Regulation by Ms. Danuta Czapeczko in her capacity as a person performing managerial duties at the Issuer. The content of the information is attached to this report.
Legal basis: Article 19 (3) of the Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

attachments

notice

Allocation of series C3 bonds

21-03-2024

RB 15/2024

With reference to current report No. 12/2024 dated March 6, 2024 regarding the issue of series C3 bonds under the Fourth Public Bond Issuance Program _ hereinafter: “Program”_, the Board of Directors of PragmaGO S.A. _hereinafter: the “Company”_ informs that on March 21, 2024, it adopted a resolution _hereinafter: the “Resolution”_ on the allotment of Series C3 bonds issued under the Program _hereinafter: the “Bonds”_. A total of 250,000 Bonds were offered in the public offering at an issue price of PLN 100 per Bond. The Management Board allotted 250,000 Bonds with a total nominal value of PLN 25,000,000. As a result of proportional reduction, which amounted to 57.83%, the Company allocated 250,000 Bonds in response to the subscriptions of 1101 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of the Regulation of the European Parliament and of the Council _EU_ No. 596/2014 _MAR_.

Series EUR1 bond issue

20-03-2024

RB 14/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces that on March 20, 2024, it adopted a resolution on the issue of EUR1 series ordinary bearer bonds, determination of their terms of issue, dematerialization and introduction to trading on Catalyst (the “Bonds”).
The offering of the Bonds will be conducted pursuant to Article 33(1_) of the Bond Law, i.e. pursuant to a public offering within the meaning of Article 2(d) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 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/EC (the “Prospectus Regulation”), which public offering does not require the publication of a prospectus, pursuant to Art. 3(2) of the Prospectus Ordinance, and which, pursuant to Article 37b of the Act on Public Offering and Conditions for Introducing Financial Instruments to an Organized Trading System and on Public Companies, requires an information memorandum to be made available to the public.

The public offering will include 35,000 (in words: thirty-five thousand) Bonds with a nominal value of EUR 100.00 (in words: one hundred euros) each. The total nominal value of the Bonds will be EUR 3,500,000.00 (in words: three million five hundred thousand euros). The issue price of the Bonds is equal to the par value.

The interest rate on the Bonds is variable, and will be set at the prime rate plus a fixed margin, subject to an increase in the margin if the Issuer’s Debt Index is exceeded in accordance with the rules described in the Bond Issuance Terms. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are set forth in the Bond Issuance Terms.

The Issuer will redeem the Bonds on April 16, 2027. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Terms of Issuance of the Bonds. The Bonds will not be secured. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading in the Catalyst alternative trading system operated by the Warsaw Stock Exchange.

Subscriptions for the Bonds will begin on April 3, 2024.
Detailed information on the dates and terms of the public offering of the Bonds will be provided in the information memorandum that the Issuer plans to publish on the Issuer’s website on April 2, 2024.

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

Condition of the object of pledge – bond collateral

19-03-2024

RB 13/2024

In accordance with the Terms of Issuance of bonds of series R, S, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of February 29, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,429,117.

for the S series PLN 8,482,943.

for the A1 series, PLN 21,030,406.

for the A2 series PLN 20,434,820.

For the T series, PLN 19,291,611.

For the U-series, PLN 12,100,472.

For the B1 series, PLN 15,396,280.

Total value of the collection: PLN 111,165,649.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, S, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 137,594,985.

The value of the Loss Ratio as of 29/02/2024 is 0.48%

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Issuance of series C3 bonds under the 4th Public Bond Issuance Program

06-03-2024

RB 12/2024

The Board of Directors of PragmaGO S.A., with its seat in Katowice, Poland _ the “Company” or the “Issuer”_ informs that on March 6, 2024 it adopted a resolution on the issue and determination of the final terms and conditions of the Series C3 Bonds _ the “Bonds”_. The Bonds are issued under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023.
The Bonds will be offered by way of a public offering on the basis of the Base Prospectus for Unsecured Bonds _ the “Prospectus”_. 250,000 _two hundred and fifty thousand_ Bonds with a par value of PLN 100.00 _one hundred_ each will be offered under the Bonds issue. The total par value of the Bonds shall be 25,000,000.00 _twenty-five million_ zlotys. The issue price of the Bonds shall be equal to the nominal value.
The interest rate on the Bonds shall be variable, its amount shall be determined at the prime rate plus a fixed margin, subject to an increase in the amount of the margin in the event that the Issuer’s Debt Index is exceeded under the rules described in the Final Terms of the Bonds. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are presented in the Prospectus and the Final Terms of the Bonds.
The Issuer will redeem the Bonds on March 21, 2027. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Final Terms of the Bonds. The Bonds will not be secured. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading on the Catalyst regulated market operated by the Warsaw Stock Exchange.
The Issuer announced the determination of the Fourth Public Bond Issuance Program in current report No. 20/2023 dated March 31, 2023.

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

The Issuer announced the determination of the Fourth Public Bond Issuance Program through current report No. 20/2023 dated March 31, 2023.

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

Condition of the object of pledge – bond collateral

20-02-2024

RB 11/2024

In accordance with the Terms of Issuance of bonds of series R, S, A1, A2, T, U and B1, PRAGMAGO S.A. presents a report on the status of the subject of the pledge securing the claims of bondholders of these series. As of January 31, 2024, the nominal value of the receivables included in the set of pledged receivables for each series amounted to.

For the R series, PLN 14,424,197.

For the S 8 series, PLN 442,249.

For the A1 series, PLN 19,760,899.

for the A2 series, PLN 20,519,156.

For the T series, PLN 19,217,426.

for the U-series PLN 12,007,943.

For the B1 series, PLN 15,398,382.

Total value of the collection: PLN 109,770,252.

There was no shortage condition

Total receipts to the pledged bank account established to secure receivables under the Series R, S, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 140,999,506.

The value of the Loss Ratio as of 31/01/2024 is 0.47%.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Introduction of series C2 bonds to exchange trading on Catalyst

08-02-2024

RB 10/2024

The Management Board of the Issuer PragmaGO S.A. informs that on February 7, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 151/2024 to introduce 250,000 series C2 bearer bonds with a nominal value of PLN 100 each, issued by PragmaGO S.A., to trading on the primary market on February 9, 2024. The bonds will be listed in the continuous trading system under the abbreviated name “PRF0127”. The resolution of the Management Board of the Warsaw Stock Exchange shall come into force on the date of its adoption.

Legal basis: § 17 (1) (4_) of the Regulation of the Minister of Finance dated March 29, 2018. on current and periodic information (…).

Acquisition of 100% of shares in Monevia Ltd.

05-02-2024

RB 9/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”), informs that on February 5, 2024, the Company (as the Buyer) concluded with Monevia International société responsabilité limitée, a limited liability company under Luxembourg law, based in Luxembourg (as the Seller) a sales agreement (the “Sales Agreement”) of shares in the share capital of Monevia sp. z o.o. with its seat in Bydgoszcz (“Monevia”), on the basis of which the Issuer acquired 17,000 shares constituting 100% of the share capital in Monevia (“Shares”) for a total price of PLN 11.1 million. The transfer of the Shares to the Issuer took place upon crediting the Seller’s bank account with the amount of 10.1 million, which is part of the price payable on the date of execution of the Sale Agreement.
In connection with the business strategy adopted by the Issuer related to the acquisition of the Shares, Monevia will retain a separate legal personality and will operate under its own brand in its current product offering, i.e. provide invoice acquisition services, which will allow PragmaGO Group to increase its turnover and increase the Group’s share in the digital factoring market.
The Issuer also provides financial information resulting from Monevia’s audited financial statements for 2022, which show:
– PLN 8.8 million revenue,
– PLN 1.2 million net profit,
– PLN 31 million total assets, including PLN 25 million factoring receivables portfolio,
– PLN 5.2 million equity,
– PLN 183 million factoring turnover.

The Issuer considered the above information as important information due to the increase of the Issuer’s market share in the factoring market in the digital segment.

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

Completion of subscription of series C2 bonds

05-02-2024

RB 8/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland (the “Company” or the “Issuer”) announces the completion of the subscription for unsecured bearer bonds, series C2, issued on the basis of the Issuer’s Management Board Resolution No. 1/11.01.2024 dated January 11, 2024. under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervision Authority on September 14, 2023 (the “Bonds”):
1) Subscription commencement date: January 12, 2024
2) subscription closing date: January 24, 2024
3) date of allotment of Bonds: January 25, 2024 resolution on allocation of Bonds,
4) number of Bonds subscribed: 250,000 units,
5) reduction rate per tranche: the issue was not divided into tranches, reduction rate: 53,50 %,
6) number of Bonds subscribed for: 537,684 units,
7) the number of Bonds that were allocated in the subscription: 250,000 units,
8) the price at which the Bonds were taken up: PLN 100.00,
9) the number of persons who subscribed for the Bonds subscribed for in each tranche: the issue was not divided into tranches, 830 persons subscribed for the Bonds,
10) the number of persons to whom the Bonds were allotted in the conducted subscription in individual tranches: the issue was not divided into tranches, the Bonds were allotted to 815 persons,
11) Name(s) of the underwriters who subscribed for the Bonds in the performance of underwriting agreements: The Company has not entered into underwriting agreements,
12) The total determination of the amount of costs that were included in the costs of issuance of Bonds amounted to: PLN 687,043.40, including costs:
a) preparation and conduct of the offering of the Bonds: PLN 646,983.40,
b) underwriters’ remuneration, for each separately: none,
c) preparation of the Bonds issue documentation, including costs of consultancy: PLN 22,750.00,
d_ promotion of the Bonds offering: PLN 17,310.00
13) average cost of conducting the subscription of Bonds per unit of security: PLN 2.75,
14) financial liabilities from the issuance of Bonds will be recognized at amortized cost using the effective interest rate method. The incurred costs of preparing and conducting the offering and advisory services related to the issuance of the Bonds will be included in the calculation of amortized cost, in accordance with the application of the effective interest rate method, and as a result will be amortized into the income statement over the term of the Bonds.
At the same time, the Issuer indicates that after the completion of the last bond offering conducted under the Fourth Public Bond Issuance Program, the Issuer will provide information on the total cost of conducting bond offerings under the Fourth Public Bond Issuance Program in a separate current report.
15) all Bonds were taken up for cash contributions.

The Issuer announced the issuance of the Bonds in Current Report No. 1/2024 dated January 11, 2024, and the allocation of the Bonds in Current Report No. 4/2024 dated January 25, 2024.

Legal basis: article 16 (1) of the Regulation of the Minister of Finance of March 29, 2018 on current and periodic information (…).

Registration of series C2 bonds with the National Securities Depository

01-02-2024

RB 7/2024

The Management Board of PragmaGO S.A. _hereinafter: “Issuer”_ informs that on February 1, 2024, the National Depository for Securities S.A. issued a statement on entering into an agreement with the Issuer for the registration in the securities depository of i.e. 250,000 bearer bonds of series C2, which have been assigned ISIN code: PLGFPRE00354 (hereinafter: “Bonds”). The registration is made in connection with the admission of the Bonds to trading on the regulated market.

Legal basis: § 17(1)(1) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Admission of series C2 bonds to the stock market

31-01-2024

RB 6/2024

The Management Board of PragmaGO S.A., based in Katowice, Poland _ the “Company” or the “Issuer”_ informs that on January 30, 2024, the Management Board of the Warsaw Stock Exchange adopted Resolution No. 119/2024 on the admission of 250,000 Series C2 bearer bonds issued by the Company (the “Bonds”) to trading on the primary market – as of the date of registration of the Bonds by the National Depository for Securities.

The Issuer announced the issuance of the Bonds in Current Report No. 1/2024 dated January 11, 2024, and the allocation of the Bonds in Current Report No. 4/2024 dated January 25, 2023.

Legal basis: § 17 (1) (2) of the Regulation of the Minister of Finance dated March 29, 2018. On current and periodic information.

Q4 2023 turnover and customer volume data.

29-01-2024

RB 5/2024

The Management Board of PragmaGO S.A. (the “Issuer”) presents estimated results in terms of turnover and number of customers served for the fourth quarter of 2023 and for the whole of 2023.

Turnover (nominal value of financed receivables) in Q4 2023 amounted to PLN 538 million (up 12% y/y), of which PLN 437 million was attributable to factoring (up 4% y/y) and PLN 101 million to digital loans (up 71% y/y). Factoring was used by 954 customers and loans by 8,781 unique companies.

Embedded finance services (partnership model: embedding financial services into partners’ ecosystems) generated in Q4 2023. turnover of PLN 137 million (up 34%), benefited
9,061 businesses (up 34% y/y), including:
– 1,198 entrepreneurs used the Merchant Cash Advance service (revenue advance for online and offline merchants) (up 146% y/y), who received financing worth PLN 42 million (up 62% y/y),
– 7,495 entrepreneurs used the BNPL service (B2B deferred payments) (up 24% y/y), who received financing worth PLN 52 million (up 62% y/y).

In Q4 2023, 9,697 entrepreneurs used PragmaGO’s services (up 29% y/y) to complete 100,615 transactions (up 26% y/y).

In Q1-Q4 2023, PragmaGO’s total turnover (nominal value of financed receivables) was PLN 1.97 billion (up 21% y/y).

Factoring generated PLN 1.65 billion (up 12% y/y). Digital factoring turnover increased by as much as 26% y/y (PLN 809 million). Digital factoring accounted for 49% of total factoring turnover (vs. 44% a year earlier). Classic factoring grew 2% y/y and reached PLN 846 million.

The strong growth trend for digital factoring is expected to continue, with as many as 82% of new factoring customers in 2023 using the digital purchase path. In digital factoring, a customer can select a specific solution fully online. During the process, he can customize the parameters of the agreement, learn about and approve the pricing terms. Thus, he can start using factoring from anywhere and at any time – in a 24/7/365 model.

Factoring was used by 1,924 customers, while digital loans were used by 14,927 companies. Digital loans accounted for PLN 317 million in turnover (up 101% y/y).
Embedded finance products achieved a turnover of PLN 467 million (up 49% y/y), including:
Merchant Cash Advance was used by 2,358 businesses (up 267% y/y), which received financing worth PLN 129 million (up 206% y/y), BNPL (B2B deferred payments) was used by 13,298 businesses (up 22% y/y), which received financing worth PLN 184 million (up 76% y/y).

Throughout 2023, PragmaGO served 16,719 entrepreneurs (a 25% increase). They completed 384,158 transactions (up 72% year-on-year).

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Allocation of series C2 bonds

25-01-2024

RB 4/2024

With reference to current report No. 1/2024 dated January 11, 2024 regarding the issue of Series C2 bonds under the Fourth Public Bond Issuance Program _ hereinafter: “Program”_, the Board of Directors of PragmaGO S.A. _hereinafter: the “Company”_ informs that on January 25, 2024, it adopted a resolution _hereinafter: the “Resolution”_ on the allotment of Series C2 bonds issued under the Program _hereinafter: the “Bonds”_. A total of 250,000 Bonds were offered in the public offering at an issue price of PLN 100 per Bond. The Management Board allotted 250,000 Bonds with a total nominal value of PLN 25,000,000. As a result of proportional reduction, which amounted to 53.50%, the Company allocated 250,000 Bonds in response to the subscriptions of 830 Investors.

At the same time, the Company informs that detailed information summarizing the Bond issue will be provided in a separate current report.

Legal basis – Article 17 (1) of the Regulation of the European Parliament and of the Council _EU_ No. 596/2014 _MAR_.

Condition of the object of pledge – bond collateral

20-01-2024

RB 3/2024

In accordance with the Terms and Conditions of Issuance of series R, S, A1, A2, T, U and B1 bonds, PragmaGO S.A. presents a report on the status of the pledged receivables securing the claims of bondholders of these series. As of December 31, 2023, the nominal value of the receivables included in the set of pledged receivables for each series was.

For the R series, PLN 14,403,274.
for the S Series 8,458,720 zloty.
for the A1 series, PLN 19,200,528.
for the A2 series PLN 20,431,675.
For the T series, PLN 19,260,624.
For the U series, PLN 12,021,505.
for the B1 series PLN 15,338,422.

Total value of the collection: PLN 109,114,747.
A state of shortage did not exist.
Total receipts to the pledged bank account established to secure receivables under the Series R, S, A1, A2, T, U and Series B1 Bonds for the last 6 months amounted to PLN 141,584,701.
The value of the Loss Ratio as of 31/12/2023 is 0.50%.

Legal basis – Article 17 (1) of Regulation (EU) No. 596/2014 of the European Parliament and of the Council (MAR).

Deadlines for periodic reports in 2024

19-01-2024

RB 2/2024

Pursuant to § 80 section 1 of the Ordinance of the Minister of Finance dated March 29, 2018 on current and periodic information published by issuers of securities and conditions for recognizing as equivalent information required by the laws of a non-member state (hereinafter – the Ordinance), the Management Board of PragmaGO S.A. informs that periodic reports in 2024 will be made public on the following dates:
1. separate and consolidated annual report for 2023. – April 25, 2024
2. consolidated quarterly report for Q1 2024. – May 28, 2024
3. Consolidated report for H1 2024. – September 19, 2024
4. Consolidated quarterly report for Q3 2024. – November 21, 2024
At the same time, the Company’s Management Board declares that:
1. in accordance with § 79 Section 2 of the Ordinance, the Issuer will not provide a quarterly report for the fourth quarter of the 2023 fiscal year and a quarterly report for the second quarter of the 2024 fiscal year,
2. in accordance with § 62 Section 1 of the Ordinance, the Issuer will provide consolidated quarterly reports for the first and third quarters of the 2024 fiscal year containing quarterly financial information and will not provide separate individual quarterly reports for these reporting periods,
3. In accordance with Section 62(3) of the Ordinance, the Issuer, which is the Parent Company, will not publish a separate stand-alone semi-annual report, and therefore the consolidated semi-annual report for the first half of fiscal 2024 will include the Issuer’s condensed semi-annual financial statements together with the report of the auditing firm.

Issuance of series C2 bonds under the 4th Public Bond Issuance Program

11-01-2024

RB 1/2024

The Board of Directors of PragmaGO S.A., with its seat in Katowice, Poland _ the “Company” or the “Issuer”_ informs that on January 11, 2024 it adopted a resolution on the issue and determination of the final terms and conditions of the Series C2 Bonds _ the “Bonds”_. The Bonds are issued under the Fourth Public Bond Issuance Program, for which the Registration Document, the Secured Bond Offering Document and the Unsecured Bond Offering Document were approved by the Financial Supervisory Commission on September 14, 2023.
The Bonds will be offered by way of a public offering on the basis of the Base Prospectus for Unsecured Bonds _ the “Prospectus”_. 250,000 _two hundred and fifty thousand_ Bonds with a par value of PLN 100.00 _one hundred_ each will be offered under the Bonds issue. The total par value of the Bonds shall be 25,000,000.00 _twenty-five million_ zlotys. The issue price of the Bonds shall be equal to the nominal value.
The interest rate on the Bonds shall be variable, its amount shall be determined at the prime rate plus a fixed margin, subject to an increase in the amount of the margin in the event that the Issuer’s Debt Index is exceeded under the rules described in the Final Terms of the Bonds. Detailed rules for determining the interest rate on the Bonds, including in particular the prime rate, are presented in the Prospectus and the Final Terms of the Bonds.
The Issuer will redeem the Bonds on January 25, 2027. The Issuer will have the right of early redemption of the Bonds, the rules for the exercise of which will be described in the Final Terms of the Bonds. The Bonds will not be secured. The Bonds will be dematerialized and will be subject to the Issuer’s application for their introduction to trading on the Catalyst regulated market operated by the Warsaw Stock Exchange.

The Issuer announced the determination of the Fourth Public Bond Issuance Program through current report No. 20/2023 dated March 31, 2023.

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

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