Netia SA ('Netia') informs that it there has been adopted the decision regarding the merger of Netia with its wholly owned subsidiary company Netia Brand Management sp. z o.o. (KRS number: 0000383776) with its registered seat in Warsaw, hereinafter referred to as 'Acquired Company'.

Netia and the Acquired Company signed on 26 March 2015 the Terms of Merger agreed pursuant to Article 498 of the Polish Commercial Companies Code ('CCC') and attached below (including attachments).

The merger shall be carried out pursuant to Article 492 § 1 subsection 1 in relation to Article 515 § 1 of the CCC through the transfer of the assets of the Acquired Company to Netia without any increase in Netia's share capital, without any share exchanges and without any amendments to Netia's articles of association. The merger concerns the wholly owned subsidiary company of Netia (Article 516 § 6 of the CCC) and is to be conducted without preparation of the Management Board report justifying the merger and without the examination of the Terms of Merger by the expert (auditor).

The Acquired Company is the subsidiary that conducts the marketing activity.

The merger of Netia and Netia Brand Management sp. z o.o. is connected with the simplification of Netia Group's structure and also allows to reduce the costs.

Legal basis:

§ 5 section 1 subsection 13 in connection with § 19 section 1 and section 2 subsection 1 of the Regulation of the Minister of Finance dated 19 February 2009 on current and periodic information published by issuers of securities and conditions for recognising as equivalent the information required by law of a non-member state (consolidated text: Journal of Law dated 2014, pos. 133).