Concluding contract for acquisition of shareholding by AGRIA GROUP HOLDING AD

On 17th November 2022 Agria Group Holding AD concluded a sale-purchase contract of 441,866 ordinary registered dematerialised shares with voting rights from Almagest AD capital., entered in the Commercial Register and in the Register of Legal Entities at the Registry Agency  with UIC 175340142, with a nominal value of 80 each, representing 100% of the capital of Almagest AD. Acquisition of the ownership right to 100% of the shares of the capital of Almagest AD is performed according to the procedure stipulated by the legislation and the Articles of Association of Almagest AD and after obtaining a resolution from the Commission on Protection of Competition authorizing the sale of the shares by the seller to the buyer. The shares are transferred to the buyer "Agria Group Holding"AD free of any obligations, encumbrances, rights and claims of third parties, together with all rights arising from or related to them. Almagest AD is developing activities in the field of storage, processing of crops (corn and wheat) for the production of bioethanol used as a substitute for gasoline fuel in internal combustion engines and for the food industry and in the field of trade in grain seeds and ethanol produced from them. The production and trade of oilseed grains and vegetable oils are within the scope of Agria Group Holding's business lines as part of the holding's business model. An investment in the acquisition of the shares of the capital of Almagest AD suggests the potential for market presence of Agria Group Holding AD in the market of renewable energy sources (bioethanol), denatured ethanol and DDGS, for the expansion of the regional positioning of the company in different regions of the country and for business practices of synergy with the other business lines of the companies of the holding structure. The nature of such an investment would lead to long-term security and sustainability of the company's business model, better cash flow rhythmicity and value addition on a group level, in parallel with investments in the agribusiness and grain trading sectors.

The future transaction is ensurig the implementation of part of the investment program of the holding  in the direction of strengthening Agria Group Holding's presence in the renewable energy market, which is within the scope of the holding's business lines, in accordance with the long-term development strategy. Combining the business potential of Agria Group Holding AD and Almagest AD, would be representing a sustainable foundation for future successful growth and diversification of the business lines developed by the company.

There are no related and/or interested parties involved in the future transaction. The transaction does not fall within the scope of Article 114(1) of the Securities Act, as this type of transaction, in accordance with the scope of activity of Agria Group Holding AD, in line with the provision of Article 114(10) of the Securities Act, is in the ordinary commercial activity, representing the sum of actions and transactions performed by the company within the scope of its business activity and in accordance with the ordinary commercial practice.