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2024/08/15

Extraordinary information - A major domestic Microsoft cloud provider is born with the merger of Gloster Cloud Zrt. and Systemfarmer Zrt.

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Extraordinary information - A major domestic Microsoft cloud provider is born with the merger of Gloster Cloud Zrt. and Systemfarmer Zrt.

A Gloster Infocommunication Public Limited Company (company registration number: 13-10-042012; registered office: 2142 Nagytarcsa, Csonka János utca 1/A A/2. ép.; hereinafter referred to as the Company, Gloster) is the owner of the relevant legislation, in particular the Capital Market Act CXX of 2001.

Law ("Tpt.") and the General Business Rules of the Budapest Stock Exchange, the the following information to the Honoured Investors.

A major domestic Microsoft cloud provider is born with Gloster Cloud Zrt. and and Systemfarmer Zrt.

More is growing at an annual average of 29% (CAGR) with momentum doubling, multiple award-winning Cloud business

A Today, the owners of Gloster Cloud Zrt. and Systemfarmer Zrt. successfully closed the merger agreement signed on 16 February 2024, under which the companies will continue to operate under the ownership of a common holding company and from 1 January 2025, the the merger of the two companies will create Gloster Cloud Zrt. the largest Hungarian-owned cloud services partner company. The aim of the parties is to to become Hungary's fastest growing cloud leader and within a few years become a dominant and recognised player in the region and become a leading and recognised player in the cloud market.

At the beginning of the year as a first step towards closing the transaction signed by the owners in a joint holding company (Gloster Cloud Holding Zrt.), Gloster Cloud Zrt. and Systemfarmer Zrt. A companies will merge as Gloster Cloud Zrt. as of 1 January 2025 and will continue to operate under the name of Gloster Cloud Zrt. and will continue to form the Cloud business of the Gloster Group. The contribution value studies were carried out by an expert prior to the appraisal, which supported by an independent auditor's report.

A Gloster will finance 100% of the transaction from its own resources (share exchange), without recourse to bank funds (the indebtedness no increase in indebtedness) and no capital increase (no dilution of shares). financial impact of the merger, Gloster Cloud's business is expected to to double in a single year and management is expected to expects to leverage synergies with competitors faster than competitors and provide more complex services to its customers more complex services. Gloster will report Systemfarmer's financial results for the first time in its 2024 Annual Report in 2024.

Pro-forma revenue growth in the Gloster Cloud business:

Net sales Gloster Cloud business (mFt) 2021 2022 2023 2022/2023
Gloster Cloud Zrt. 955 1 362 1 596  
Systemfarmer Zrt.     1 171  
Gloster Cloud business 955 1 362 2 767 +100,29%

Synergy effects accelerate growth

Gloster Cloud Zrt. and Systemfarmer to merge early next year Zrt. for a cloud IT team of nearly 40 people specialised in cloud computing, providing 541 customers with high quality services. Microsoft-based IT services for 541 customers, with revenues of 91.1% of their revenue in 2023 was recurring revenue. With significant implementation experience Microsoft 365, Microsoft Azure, Security, Dynamics 365, Power Platform and Copilot technologies.

Together, the two companies are helping more than 600 organisations in their digital transformation and has received numerous awards from Microsoft, including including multiple Gold and Silver Partner certifications and two Microsoft Partner of The Year" and four times named "Fastest Growing Cloud Company" award twice.

The Gloster System Integration and Cloud business units have already combined their sales teams[1] at the beginning of the year to to offer more advanced and affordable solutions than their competitors. A Systems Integration business grew 56% and Cloud business 19% in 2023[2]. management as a result of synergies from joint sales, the growth rate compared to last year. A expectations are supported by the forecast of market research firm Statista, which expects growth of nearly 50% in the public cloud market by 2028 and around 160% in the artificial intelligence market by 2030[3].

More milestone in achieving strategic goals

Present announcement of the eleventh transaction of Gloster Infocommunications Plc. closing. Another significant step towards achieving the 2026 financial targets (15.6 billion HUF in revenues, 3.1 billion HUF in EBITDA) which is expected to provide a solid foundation for for dividend payments from 2026 onwards.

About Gloster

Gloster on BSE listed in the standard category of the BSE, offering a wide range of international IT international IT service provider. In its more than 20-year history, Gloster has grown from a hardware garage company to a software to a software-focused international medium-sized company. Gloster is a fast-growing eleven transactions since 2018, and has grown to expanded its activities in systems integration, cloud solutions and and international software development services. The group is currently currently has a team of nearly 350 people, with the most recent (Hungarian Accounting Standards 2023 consolidated financial statements (according to Hungarian accounting standards), its adjusted turnover is 10.3 billion HUF and adjusted EBITDA of HUF 976 million.

Nagytarcsa, 15 August 2024.

Gloster Infocommunications Plc.

More information:

dr. Eszter Bassola

Investors relations officer

bassola.eszter@gloster.hu

[1] Annual 200 million business development programme launched in Gloster - https://gloster.hu/uploads/befektetoknek/kozzetetel/rendkivuli_tajekoztatasok/28982-Rendkivuli-tajekoztatas_-Evi-200-millios-vallalatfejlesztesi-program-indul-a-Glosterben.pdf

[2] Investor presentation 2023 results - https://gloster.hu/uploads/befektetoknek/tarsasagra-vonatkozo-alapinformaciok/befektetoi-prezentacio/2023-eves-jelentes-prezentacio-662770ccea4b2.pdf

[3] Investor Presentation March 2024 - https://gloster.hu/uploads/befektetoknek/tarsasagra-vonatkozo-alapinformaciok/befektetoi-prezentacio/Befektetoi-prezentacio-2024-tavasz-660284703a94f.pdf

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Extraordinary information - A major domestic Microsoft cloud provider is born with the merger of Gloster Cloud Zrt. and Systemfarmer Zrt.