It should be noted that the Issuer is an asset-light company with low Working Capital Requirement. Historically, accounts receivable related to pre-sales revenues relating to prototyping activities with (potential) clients and internal invoices relating to the activation of R&D.

The Issuer’s financial debt is owed to its shareholders and not a bank. As outlined below, the current shareholders will convert part of their shareholders’ loan into equity along with Dalton Invest (€750k convertible debt subscribed in June 2021) at the occasion of the Investment.

Historical sales were limited and mainly consisted of pre-commercial engineering revenues from clients.

Other revenues related to capitalized production (BE GAAP 72), other operating revenues (BE GAAP 74) and exceptional items.

MAZARO sells engineering services and does not record any COGS. The company historically employed only one employee, Mr. Lucas Present. Mr. Filip De Mazière and Mrs. Caroline De Dijcker are self-employed.

In recent years, they adapted their compensation to the financial position of the company. This explains the variability of SG&A over time.

MAZARO recently hired a second employee, Lisa De Mazière who is in charge of business development. Financial incomes relate to the amortization of capital subsidies.

This business plan is very conservative as the revenues are solely based on orders and existing commercial contacts and does not include any new customer. MAZARO will derive most of its income from royalties.

Other operating revenues for the years 2021 till 2023 include upfront payment from royalty schemes.

As of 2 December 2021, the Issuer's shareholding structure is the following:
(shareholders holding more than 5% of the Issuer’s capital)

After the end of the subscription period of the First Public Offer and the Complementary Public Offer (the “Public Offers”) and prior to the admission to trading of the Issuer’s shares on Euronext Access, a capital increase in kind and in cash of the Issuer (the "Investment") will take place, which will affect the shareholding structure of the Issuer.

Apart from shareholders’ loans granted by Filip De Mazière, Caroline De Dijcker and Benoit Coenraets during the last 10 years for an aggregate amount of EUR 1,163,064, part of which (EUR 605,420) will be contributed to the share capital of the Issuer at the occasion of the Investment, during the last two financial years and the current financial year, there have been no other transactions between the aforementioned shareholders, and / or related persons other than shareholders, and the Issuer which - considered in isolation or as a whole - are important to the Issuer.

The current shareholders, Mr. B. Coenraets, Mr. F. De Mazière and Mrs. C. De Dijcker, as well as Dalton Invest commit to hold their shares for a period of 18 months following the date of admission to trading.

The Company is managed by a board of Directors composed as follows. Mr. Filip De Mazière is appointed as daily manager of the Issuer.

The Issuer also confirms that during the last financial year, no other sum was paid, provisioned or recorded as remuneration, pension payment, pensions or other benefits vis-à-vis of its directors or delegates to the daily management.

The Issuer certifies that none of its directors or delegates to day-to-day management have been convicted of an offense under Article 20 of the Law of 25 April 2014 on the status and supervision of credit institutions and investment firms.

The existing shareholders plan to appoint Mr. Steven Waelbers representing Dalton Invest as director at the occasion of the extraordinary shareholders’ meeting of the Issuer deciding on the Investment.

The Issuer has no incentive program.

Mr. Benoit Coenraets; Mr. Filip De Mazière; Mrs. Caroline De Dijcker.

Listing sponsor: ONEtoONE Corporate Finance Benelux SA/NV, having its registered office at Avenue Louise 367, 1050 Ixelles, Belgium, registered with the Crossroads Bank for Enterprises under number 0560.842.914, represented by Guy van der Heyden, Managing Director, and registered as Listing Sponsor with Euronext.

Date of publication of the annual financial statements: FY 2019: 26/06/2020 and FY 2020: 25/06/2021.
Date of the next ordinary general shareholder meeting: 24 June 2022

The Issuer certifies that no conflict of interest exists, as of 2 December 2021, between the Issuer, its shareholders and / or its directors and / or related parties.

The financial statements are established according to the Belgian GAAPs. The “Bedrijfsrevisoren” Foqué & Partners, an independent auditor, have performed a limited review of the financial statements as of Dec 31 2020 and June 30 2021. These financial statements and the Foqué and Partners report are attached in Appendix 1 to the First Information Note of 2 December 2021.

In the framework of the Investment and the subsequent admission of its shares on Euronext Access, the Issuer has decided to appoint a statutory auditor. The existing shareholders plan to do this at the occasion of the next extraordinary general meeting of the Company convened in the framework of the Investment.

The Issuer declares its net working capital is sufficient to meet its obligations for the next 18 months.

The Issuer declares that, on the 30th of September 2021, its equity amounts to EUR -559,992.86 but with EUR 1,913,064 subordinated or shareholders loan of which EUR 1,368,365 plus interest will convert into capital at the occasion of the capital increase of the issuer, the equity will then be raised up to +/- EUR808,372.

The Issuer declares that, on the 30th of September 2021, its indebtedness amounts to EUR 2,142,127.23 broken down as described below.

The Issuer declares that, apart from a (convertible) loan of EUR 750,000 entered into with Dalton Invest, there has been no significant change in its financial situation between the end of the last financial year and the date of the First Information Note of 2 December 2021.

MAZARO has entrusted Spreds SA/NV, a crowdfunding platform regulated by the FSMA, with the organization, structuring and through its platform, the marketing and offer of the MAZARO shares to retail investors (EUR 800,000 public offer, composed out of EUR 500,000 through the First Public Offer and EUR 300,000 through the Complementary Public Offer).

SPREDS SA/NV - Rue des colonies 11 - 1000 Bruxelles - Belgium - BE 0837.496.614 - www.spreds.com