Play Hawkers absorbs four companies and consolidates its retail

Play Hawkers, S.L. has absorbed through a multiple merger four companies from the group of the well-known eyewear brand Hawkers: Miss Hamptons Brand, S.L., Bratleboro, S.L., Northweek, S.L., and Afterventures, S.L.. The operation was approved on August 7, 2026, through sole shareholder decisions adopted universally and unanimously, and was made public in the Official Gazette of the Mercantile Registry (BORME) number 177, dated September 14, 2026, pages 6187 and 6188, with the official reference BORME-C-2026-4966.

A multiple merger by absorption

The operation falls under the simplified regime for mergers of companies wholly owned by the same shareholder, as provided for in articles 53.1 and 56.1 of Royal Decree-Law 5/2023, of June 28, on structural modifications of commercial companies. Since these are companies owned directly or indirectly by the same shareholder, no social shares in Play Hawkers, S.L. will be issued or attributed, nor will there be an increase in its share capital.

The common merger project was formulated and signed by the administrative bodies of the participating companies on June 30, 2026. The balance sheets closed as of December 31, 2025, have been approved as the merger balance sheets.

Corporate structure of the group

The operation consolidates the group’s control structure, in which Hawkers Group, S.L. acts as the direct sole shareholder of Play Hawkers, S.L., Miss Hamptons Brand, S.L., Bratleboro, S.L., and Northweek, S.L.. In turn, Northweek, S.L. is the direct sole shareholder of Afterventures, S.L., whose participation in the merger was approved in coordination with the absorption of Northweek.

The merger is executed through the extinction without liquidation of the four absorbed companies and the block transfer, by universal succession, of all their assets in favor of Play Hawkers, S.L., which acquires all rights, obligations, assets, liabilities, and legal relationships of the absorbed entities.

Labor impact and creditors’ rights

According to the information provided by the administrative bodies, the absorbed companies had no employees as of the date of the merger approval. Play Hawkers, S.L., as the absorbing and resulting company, does have employees, whose information rights and those of their legal representatives have been or will be respected in accordance with Royal Decree-Law 5/2023 and applicable labor regulations.

The merger is not expected to entail, in itself:

• contractual terminations,
• substantial modifications of working conditions,
• collective transfers,
• collective dismissals,
• nor additional collective measures.

Legal guarantees

Pursuant to Article 10 of Royal Decree-Law 5/2023, it is hereby stated that the shareholders and creditors of the participating companies have the right to obtain the full text of the decisions adopted and the merger balance sheets presented. Creditors may exercise the protection rights provided for in Articles 13 to 15 of the aforementioned legal text, without their exercise by itself halting the operation or preventing its registration in the competent Mercantile Registry.

The announcement was signed in Elche on September 3, 2026, by the sole administrator of the five companies, Mr. Claudio Andrea Scagni.

The restructuring reinforces the centralization of Hawkers’ retail activity into a single operating company, simplifying the group’s management. For consumers and employees, the operation does not alter commercial activity or labor conditions, and guarantees the continuity of the brand under a more agile corporate structure.

Source: Official Gazette of the Mercantile Registry (BORME), no. 177, September 14, 2026, Second Section (Company mergers and acquisitions), pp. 6187-6188 (official reference: BORME-C-2026-4966).