BITTNET SYSTEMS S.A. (hereinafter referred to as the “Company” / “Issuer”) informs the investors and the capital market about the publication of the Note on financial instruments (“Note”) and the Summary, documents that are part of the Capital Increase Prospectus of the share capital (“Prospectus”)

The Note, the Summary and the Universal Registration Document (attached to this current report) constitute the Prospectus of the capital increase with new cash contributions of the Issuer’s share capital. The document was approved by FSA by Decision no. 16/12.01.2023.

The increase operation was decided by the Board of Directors on 16.09.2022, in accordance with GSM Decision no. 12/27.04.2021. The capital increase is by issue a number of 105,696,119 ordinary BNET shares offered at the price of RON 0.31 per share. The capital increase is based on the pre-emptive right, for the purchase of a new share at the price of RON 0.31 , 5 BNETR16 rights are required.

The pre-emptive rights were assigned to the shareholders from the registration date 13.10.2022 in a ratio of 1 to 1 with the holding of BNET shares from the registration date. According to the Prospectus, the BNETR16 preference rights will be tradable for a period of 5 working days between: 18.01.2023 – 25.01.2023. At the end of the BNETR16 rights trading period, the rightsholders will be able to buy new shares, issued by the Company, at the offer price: 0.31 RON per share, proportional to the number of rights held, for 31 days: 30.01.2023 – 01.03.2023 (Stage 1 of the increase).

To find out the maximum number of new shares that can be subscribed by a holder of BNETR16 rights, at the end of the rights trading period, he must divide the number of BNETR16 rights by 5, and if the resulting number of new shares is not a natural one, to round down to the immediately lower natural number.

The shares remaining unsubscribed after Stage 1 will be offered for sale to investors in a private placement (Stage 2 of the increase), according to the provisions of the capital market legislation. Also within Stage 2, according to the Board Decision of 16.09.2022, the receivables resulting from the M&A transactions will be converted into BNET shares during this stage (the receivables are owned by the founding shareholders of The E-Learning Company, Nenos Software, IT Prepared and TopTech, where the price of these M&A transactions included a component in BNET shares allocation, according to the investment contracts.)

The information required for subscription within the Offer (Stage 1 of the increase) can be consulted in the Prospectus, by accessing the documents from the links below, on the Company’s website dedicated to the investors ( ), as well as on the website of the operation Intermediary, SSIF Goldring SA.

For questions related to this operation, or the method of subscription, you can write to us at the email address dedicated to investors: .

The calendar of this operation:

  • BNETR16 preferential rights trading period: 18.01.2023 – 25.01.2023
  • Subscription period within the Offer (Stage 1): 30.01.2023 – 01.03.2023 / To buy a new share at the price of 0.31 RON, 5 BNETR16 rights are required
  • Stage 2 – private placement over a period of 5 working days, starting from the 3rd working day after the end of Stage 1.

We attach to this current report: