EQS-Adhoc: 123fahrschule SE: Capital increase by 103,186 shares against contribution of a receivable

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Publication of inside information in accordance with Art. 17 of Regulation (EU)
No. 596/2014

• Capital increase by 103,186 shares against contribution of a receivable from the sellers of Foerst GmbH in the amount of EUR 387,980.63 in connection with the acquisition of Foerst GmbH into 123fahrschule SE.
• The issue price is EUR 3.76 per new share to be issued
• Lock-up agreement until 31.12.2024 for 50 % of the new shares to be issued

Cologne/Frankfurt am Main, July 1, 2024 - The Management Board of 123fahrschule SE (ISIN: DE000A2P4HL9; ticker symbol: 123F) today resolved, with the approval of the company's Supervisory Board, to increase the company's share capital from currently EUR 4,875,560.00 by EUR 103,186.00 by issuing 103,186 shares at a notional issue price of EUR 3.76 per share to be issued in return for a contribution in kind. The object of the contribution in kind is a claim of the sellers of Foerst GmbH against 123fahrschule Holding GmbH in the amount of EUR 387,980.63. The sellers have concluded a lock-up agreement with the company for 50% of the shares to be issued with a term until December 31, 2024.

The company had acceded to the purchase agreement in relation to Foerst GmbH on the part of 123fahrschule Holding GmbH, which already provided for payment of the purchase price in shares as an option. The arithmetical issue price of EUR 3.76 per share to be issued resulting from the amount of the claim and the number of shares to be issued was determined on the basis of the average weighted XETRA stock exchange price of the 123fahrschule SE share in the period of four weeks prior to the date of today's resolution and was set after due examination by the Executive Board and the Supervisory Board's own considerations. Shareholders' subscription rights are excluded.

The non-cash capital increase is to be implemented shortly after entry in the commercial register.

Contact:

123fahrschule SE

Your contact person: Boris Polenske

Tel: 0221-177357-60 | ir@123fahrschule.de | www.123fahrschule.de

More information at: www.123fahrschule.de

Important note

This document and the information contained herein are for information purposes only and do not constitute a prospectus or an offer to sell or a solicitation of an offer to buy securities of the Company in the United States of America ("USA") or in any other jurisdiction. This publication may not be distributed, published or forwarded in the USA, Australia, Canada or Japan. The securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities of the Company have not been and will not be registered under the Securities Act or the applicable securities laws of Australia, Canada or Japan.

The distribution of this announcement may be restricted by law in certain jurisdictions and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restrictions. Failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction.

About 123fahrschule SE

 123fahrschule SE (ISIN: DE000A2P4HL9, ticker symbol: 123F) is a digitally driven driving school chain founded in 2016 under the name 123fahrschule Holding GmbH with a focus on e-learning. 123fahrschule SE specializes in the digital expansion of traditional driving license training in the German driving school market. The company's core competence lies in the digitally supported training of private individuals for the driving license category in the B segment. With more than 50 locations nationwide, 123fahrschule is already the largest driving school chain in the B segment and plans to expand further to up to 200 locations in the coming years.

1937197  01-Jul-2024 CET/CEST