DGAP-Adhoc

MAX Automation SE:

DGAP-Ad-hoc: MAX Automation SE / Key word(s): Corporate Action/Capital Increase MAX Automation SE: 28-March-2022 / 08:20 CET/CEST Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. AD HOC RELEASE (PURSUANT TO SECTION 17 MAR) NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND POSSESSIONS, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), CANADA, AUSTRALIA, SOUTH AFRICA OR JAPAN, OR ANY OTHER JURISDICTION IN WHICH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. MAX Automation SE (ISIN: DE000A2DA588 / WKN: A2DA58) - Rights issue of 11,783,766 new shares approved

Dusseldorf, 28 March 2022 - The Supervisory Board (Verwaltungsrat) of MAX Automation SE (the "Company") today resolved a rights issue from authorized capital with subscription rights against cash contribution and a contribution in kind. A total of 11,783,766 new registered no-par value shares, each representing a notional share in the Company's share capital of EUR 1.00, shall be issued in partial utilization of the authorized capital of the Company, whereby two new shares may be acquired for every five existing shares. As a result, the share capital of the Company shall be increased from EUR 29,459,415.00 by EUR 11,783,766.00 (corresponding to approx. 40.00% of the current share capital) to EUR 41,243,181.00. The new shares will carry full dividend rights from 1 January 2021.

6,481,072 new shares will be offered by the Company and COMMERZBANK Aktiengesellschaft to the Company's shareholders (other than the Company's major shareholder Günther Holding SE and its subsidiaries ("Günther Holding")) against contribution in cash by way of indirect subscription rights (mittelbare Bezugsrechte) at a subscription price of EUR 4.24 per new share (the "Subscription Price").

Günther Holding will be granted direct subscription rights (unmittelbare Bezugsrechte). Günther Holding has unconditionally and irrevocably undertaken to fully exercise its subscription rights for its existing shares equalling around 45.00% of the Company's share capital and to contribute 610,963 shares in ZEAL Network SE ("ZEAL") as a contribution in kind, which corresponds to an approximate 2.73% interest in ZEAL. The number of shares in ZEAL so to be contributed by Günther Holding was determined based on the Subscription Price in relation to closing price of the ZEAL share on Xetra at market close on 25 March 2022, which amounted to EUR 36.80, rounded up to the nearest whole number of ZEAL shares. Accordingly, Günther Holding will contribute approximately 0.1152 ZEAL shares per new share in the Company (the "ZEAL Share Ratio").