Report 28/2019

The Management Board of EMC Instytut Medyczny S.A. (hereinafter referred to as the "the Issuer", "the Company") informs that in connection with the activities aimed at obtaining financing for the repayment of the existing debt of the Issuer and for implementating  financial and investment plans, a decision has been made to consent to collateral to the loan agreement between Exportno-importná banka Slovenskej republiky, skrátene EXIMBANKA SR, with its registered office in Bratislava (Slovakia) as the lender ("the Lender"), and Penta Hospitals International as, with its registered office in Bratislava (Slovakia), as the borrower ("the Borrower"), on the basis of which the Lender undertook to grant the Borrower a loan of up to EUR 13,000,000 (EUR thirteen million) ("the Loan Agreement").

At the same time, the Management Board of the Issuer is carrying out activities aimed at obtaining all corporate approvals in the EMC Group allowing it to undertake the activities described below.

As collateral for the Loan Agreement:

• the Issuer  shall make a statement on establishing mortgages for the Lender on real estate owned by the Company;

• the Issuer shall conclude transfer agreements as collateral regarding the transfer of claims under insurance policies or claims under any other agreements between the Lender as an assignee and the Company as a ceding party;

• the Issuer shall conclude a subordination agreement to secure the Lender's receivables, between (among others) the Company and other parties (as debtors), the Lender (as a senior creditor), and other parties (as subordinated creditors);

• shares of the Issuer, belonging to CareUp B.V., with its registered office in Amsterdam (Netherlands), will be the subject of a registered pledge agreement, pursuant to agreements concluded between the Lender as the pledgee and CareUp B.V. as the pledgee;

Under the Loan Agreement, the Borrower will allocate all funds obtained from the loan to grant intra-group loans to CareUp B.V. and by CareUp B.V. next to Penta Hospitals Poland sp.z o.o. (hereinafter "PHP"), in the following tranches:

• Tranche A (EUR 640,000), the purpose of which is partial financing or refinancing of the costs of purchase of shares in the company Niepubliczny Zakład Opieki Zdrowotnej “Zdrowie Rodzina” Sp. z o.o .;

• Tranche B (EUR 1,900,000), the purpose of which is partial financing or refinancing of the costs of purchase of shares in the company Prywatna Lecznica Certus Sp. z o.o .;

and to the Issuer in the following tranches:

• Tranche C (EUR 4,000,000), the purpose of which is partial financing or refinancing of the investment costs incurred by the Issuer as specified in the Loan Agreement;

• Tranche D (EUR 6,460,000), the purpose of which is partial financing or refinancing of the working capital costs incurred by the Issuer as set out in the Loan Agreement.

In connection with the planned merger of PHP and the Issuer, all of the above tranches, in the total amount of EUR 13,000,000.00, will ultimately go to the Issuer for the Issuer's and the entire EMC Group.

The Issuer will announce in a separate report or reports the conclusion of the loan agreement(s) under which the loan tranches will be transferred to the Issuer.

The Issuer considers this information confidential due to the value of the planned transaction and due to its importance for the Company's operations.

Legal basis: art. 17 (1) of the MAR Regulation