DGAP-Adhoc

windeln.de SE: windeln.de resolves on capital increase with subscription rights from authorized capital - Seite 2

Remaining New Shares for which no subscription rights are exercised by shareholders in the connection with the Rights Offering, as well as up to 1,114,726 New Shares in respect to which existing shareholders agreed to not exercise their subscription rights, will be offered to selected investors in a private placement at a price of EUR 1.20 per share (the "Private Placement").

In addition to their statutory subscription rights, the shareholders entitled to subscribe for New Shares in the Rights Offering will be offered additional subscription rights for those Subscription Shares for which no subscription rights are exercised by shareholders during the subscription period and not allocated within the Private Placement.

The New Shares will initially not be admitted to trading on the regulated market, but are expected to be admitted to trading on the regulated market of the Frankfurt Stock Exchange (Prime Standard) within one year after their issuance, expectedly, however, prior to June 30, 2021 on the basis of a securities prospectus that is still to be drawn up. The Company, however, endeavors to include the New Shares for trading in the open market of a German stock exchange.

With the gross issue proceeds from the capital increase, windeln.de intends to strengthen the Company's liquidity position in order to cover the Company's still negative cash-flow and to finance measures to increase revenues, particularly for its China business, and improve profitability. The Company currently assumes that its financing is secured for the financial year 2020 and beyond. If the capital increase cannot be carried out to a sufficient extent and the Company is not provided with any further equity or debt capital, it may not have sufficient working capital and will not be able to meet its payment obligations unless corresponding sales from the operational business can be generated. Further information on the capital increase and risk warnings can be found in the subscription offer, which will be available in the Federal Gazette and on the website of windeln.de (corporate.windeln.de).