On 28 November 2025, the Board of Directors of Esquercus S.A. and the Management Board of C&F S.A., headquartered in Poland, adopted a cross-border merger plan that will simplify the group's legal structure while ensuring continuity of operations in Poland.

What the merger means

Under the plan, Esquercus S.A. will acquire C&F S.A. On the merger date, all assets, liabilities, rights, and obligations of C&F S.A. will transfer to Esquercus S.A. in line with applicable Polish and Luxembourg company law.

Current shareholders of C&F S.A. will receive shares in the increased share capital of Esquercus S.A., as outlined in the Cross-Border Merger Plan. Once the merger takes effect, C&F S.A. will be dissolved without liquidation.

The merger will become effective on the date the shareholders' resolution of Esquercus S.A. approving the transaction is published in the Recueil Electronique des Sociétés et Associations (RESA) in Luxembourg, in accordance with Luxembourg company law.

Further information and documents

The full Cross-Border Merger Plan includes detailed information on:

• The terms under which the rights of creditors, employees, and shareholders of each of the merging companies may be exercised,
• Other key elements of the planned merger.
  
  

The document can be accessed via the links provided below:

• Cross-Border Merger Plan