The Management Board of DataWalk S.A. with its registered office in Wrocław (the „Company”), with reference to the Company’s current report no. 4/2026 of February 12, 2026, hereby announces that on February 12, 2026, the Company received information about the completion by IPOPEMA Securities S. A. (the „IPOPEMA”) of the accelerated book building process (the „Book Building Process”) for no more than 750,000 series T ordinary bearer shares of the Company (the „Series T Shares”) offered by the Company as part of a public offering (the „Offer”).
In connection with the above, on February 12, 2026, after considering the results of the Book Building Process, the Company entered into an agreement with IPOPEMA, under which it was decided, among other things, to determine:
1) the final number of Series T Shares covered by the Offer at 750,000 Series T Shares;
2) the unit issue price of Series T Shares at PLN 155.00.
At the same time, on February 12, 2026, the Company’s Management Board, with the prior consent of the Company’s Supervisory Board, adopted a resolution on determining the final number of Series T Shares being the subject of the Offer and their issue price in the manner specified in points 1) and 2) above.
LEGAL DISCLAIMER
This current report is for informational purposes only, is published in accordance with the Company’s legal disclosure obligations, does not serve in any way, directly or indirectly, to promote the Offer, and is not promotional material or advertising within the meaning of Article 22 of Regulation 2017/1129, prepared or published by the Company for the purpose of promoting Series T Shares or their subscription, or encouraging, directly or indirectly, their acquisition. The Company has not yet published any materials aimed at promoting Series T Shares or their subscription. This current report does not constitute a prospectus or any other information or offering document, and the preparation of such documents is not required in accordance with the provisions of law. This current report does not contain or constitute an offer to acquire securities or an invitation to submit an offer to purchase securities or an encouragement/recommendation to purchase securities, including an investment recommendation within the meaning of Regulation (EU) No. 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse (market abuse regulation) and repealing Directive 2003/6/EC of the European Parliament and of the Council and Commission Directives 2003/124/EC, 2003/125/EC and 2004/72/EC (the „MAR”) and Commission Delegated Regulation (EU) 2016/958 of March 9, 2016 supplementing the MAR, and under no circumstances shall it form the basis for a decision to purchase the Company’s securities.
The Offer will be conducted based on exemptions from the registration requirements of the U.S. Securities Act of 1933, as amended (the „U.S. Securities Act”) in accordance with Regulation S (as amended) issued thereunder. The Series T Shares have not been and will not be registered under the U.S. Securities Act and will not be offered or sold in the United States or to investors who are „U.S. persons” as defined in Regulation S, or in Australia, Canada or Japan, or in any other jurisdiction where such an offer or sale would be contrary to law.
The Offer will be conducted in accordance with other applicable laws and regulations, in particular, Series T Shares will not be offered to entities subject to sanctions imposed or enforced by the government of the United States of America (including the Office of Foreign Assets Control of the U.S. Department of the Treasury or the U.S. Department of State, the United Nations Security Council, the European Union, the Minister of Internal Affairs and Administration, or other relevant sanctions authorities (the „Sanctions”), including Series T Shares will not be offered to entities with their registered office or place of residence in a country, region or territory subject to Sanctions, including, but not limited to, the Crimean region of Ukraine, the so-called Donetsk People’s Republic, the so-called Luhansk People’s Republic, Cuba, Iran, North Korea, Myanmar, Syria, Sudan, South Sudan, Russia, and Belarus, including those resulting from the provisions of Council Regulation (EU) No. 833/2014 of July 31, 2014, concerning restrictive measures in view of Russia’s actions destabilizing the situation in Ukraine (as amended) and Council Regulation (EC) No. 765/2006 of May 18, 2006 concerning restrictive measures against President Alexander Lukashenko and certain officials of Belarus (as amended).
Any investor residing or having its registered office outside the Republic of Poland should familiarize themselves with the relevant provisions of Polish law and the laws of other countries that may apply to them in this regard.
This current report is not intended for distribution or use by any person or entity in any jurisdiction where such distribution or use would be contrary to local laws or regulations, or which would create an obligation in terms of authorization, notification, permits, or other requirements under applicable laws. The distribution of this current report and other information related to it may be restricted by law, and persons who come into possession of any document or other information referred to in this current report should seek information about such restrictions and comply with them. Failure to comply with these restrictions may constitute a violation of securities laws in a given jurisdiction. In certain jurisdictions, the dissemination of this current report may be unlawful.
THIS CURRENT REPORT IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN THE UNITED STATES (INCLUDING THE TERRITORIES AND OVERSEAS POSSESSIONS OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR ANY OTHER JURISDICTION IN WHICH SUCH ACTION WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION, AND SUBJECT TO CERTAIN EXCEPTIONS. THE SHARES MAY NOT BE OFFERED OR SOLD IN SUCH JURISDICTIONS OR TO OR FOR THE ACCOUNT OF CITIZENS OF THE UNITED STATES, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA OR TO PERSONS HAVING THEIR PERMANENT RESIDENCE OR REGISTERED OFFICE IN THESE COUNTRIES.
This current report does not constitute an invitation to underwrite, subscribe for, or otherwise acquire or dispose of any securities in any jurisdiction. This current report does not constitute a recommendation regarding an investor’s decision to invest in Series T Shares. Each investor or potential investor should conduct its own research, analysis, and evaluation of the business and data described in this current report and publicly available information. The price and value of securities may rise or fall. Past performance is not indicative of future results.
