Synektik adopts plan to split company into two independent entities

The remaining operations will remain with Synektik, and both companies will be listed on the Warsaw Stock Exchange.

"The adoption of the division plan is an important step bringing us closer to the planned division of Synektik into two independent companies, conducting different activities and attracting investors with different profiles and risk appetite," said the company's CEO Cezary Kozanecki, quoted in the press release.

"The transfer of activities related to research on new pharmaceutical molecules, including the cardio marker – our flagship research project – to Syn2bio will enable us to obtain new sources of financing for them," he added.

The CEO said that thanks to this Synektik's results will not be burdened by costs of research anymore.

"In turn, Synektik, whose results have so far been burdened by the costs of this research, will be able to achieve higher profitability and pay higher dividends," Kozanecki said.

"The separation of the existing diversified activities into independent companies will also allow investors to make a separate, reliable valuation, taking into account the potential of each of them. We are convinced that this will ultimately lead to an increase in the value of both companies," he added.

As indicated, the next important stage in the process leading to the division of Synektik will be the preparation of a prospectus by Syn2bio and its subsequent approval by the Poland's financial watchdog KNF in connection with the planned issue of Syn2bio split shares, which will be allocated to Synektik shareholders.

"Our intention is to complete this stage at the beginning of 2026, which will enable us to finalise the division and introduce the new company's shares on the Warsaw Stock Exchange in the first half of next year," Kozanecki pointed out.

For the purposes of the planned division of Synektik, a valuation of the company was carried out, including the business to be spun off to Syn2bio. It was prepared by an independent entity – mInvestment Banking.

As of June 30, 2025, the entire value of Synektik was set at approximately PLN 2.11 billion (EUR 493.8 mln), which translates into PLN 247.54 (EUR 57.9) per share, of which the value of the transferred assets is approximately PLN 163 million (EUR 38.1 mln), i.e. PLN 19.14 (EUR 4.48) per share, or approximately 7.73 percent of the total.

The valuation of the business being spun off to Syn2bio was made using the adjusted net asset method, taking into account the value of research projects incurred to date and part of the planned expenditure.

In turn, the valuation of Synektik (excluding the spun-off business) was made using the discounted cash flow (DCF) method and the comparative method.

As part of the planned division, Synektik shareholders will be allocated Syn2bio shares at a ratio of 1 to 1. This means that for each Synektik share held on the reference date, the investor will receive one Syn2bio share.

The reference date will be set by the National Depository for Securities after the Syn2bio prospectus has been approved by KNF.

After the end of the last session on which it will be possible to purchase Synektik shares entitling to participate in the split (i.e. two business days before the set reference date), the reference price for the next session will be reduced by the value of the business spun off to Syn2bio (i.e. by approximately 7.73 percent).

This value will also constitute the reference price for the first session of Syn2bio shares on the WSE.

mcb/ han/ ao/