Inside information pursuant to Article 17 MAR (Ad hoc announcement)

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Softing AG Resolves Cash Capital Increase from Authorized Capital with Exclusion of Subscription Rights

Haar/ Munich, September 25, 2024 - The Management Board of Softing AG, with the approval of the Supervisory Board, today resolved to increase the Company's share capital by EUR 820,500.00 from EUR 9,105,381.00 to EUR 9,925,881.00 by issuing 820,500 new no-par value bearer shares with a nominal share of the share capital of EUR 1.00 (\"New Shares\") against cash contributions. The shareholders' subscription rights were excluded in accordance with Section 4 (3) sentence 3 of the company's statutes in accordance with Sections 203 (1) and 186 (3) sentence 4 of the German Aktiengesetz. The New Shares will be offered to an investor for purchase at an issue price of EUR 4.60 per share. The New Shares will carry full dividend rights from 1 January 2024.

The company plans to use the net proceeds from the capital increase to finance further growth.

The New Shares are to be admitted to trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange without a prospectus shortly after the registration of the implementation of the capital increase.

Contact:

Dr. Wolfgang Trier

Chairman

End of inside information

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Important notes

This announcement is for information purposes only and does not constitute an offer to buy, sell, exchange or transfer any securities or the solicitation of an offer to buy securities of Softing AG in the United States of America or any other jurisdiction. The securities of Softing AG referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the \"Securities Act\") and may not be offered or sold in the United States of America except pursuant to an exemption from the registration requirements of the Securities Act. Neither Softing AG nor any other party to the transaction described herein intends to register any securities described herein under the Securities Act or with any securities regulatory authority of any state or other jurisdiction in the United States of America in connection with this announcement. The securities may not be offered in any jurisdiction in circumstances requiring the preparation or registration of a prospectus or offering documents relating to the securities in such jurisdiction.

Subject to certain exemptions under the Securities Act, the securities referred to in this announcement may not be offered or sold in Australia, Canada or Japan, or to, or for the account or benefit of, any person resident or resident in Australia, Canada or Japan.

This release contains forward-looking statements that are subject to certain risks and uncertainties. Future results may differ materially from those currently anticipated due to various risk factors and uncertainties, such as changes in business, economic and competitive conditions, exchange rate fluctuations, uncertainties regarding litigation or investigations, and the availability of financing. Softing AG assumes no responsibility to update the forward-looking statements contained in this release.