EQS-Adhoc: GESCO SE submits public share buyback offer

The Executive Board of GESCO SE resolved today, with the approval of the Supervisory Board, to buy back up to 500,000 no-par value registered shares of the Company ("GESCO Shares") at a purchase price per GESCO Share of EUR 17.80 (the "Offer Price") by way of a voluntary public share buyback offer ("Public Buyback Offer"). The Public Buyback Offer thus corresponds to up to 4.61% of the Company's statutory share capital.

With the Public Buyback Offer, the Executive Board is making use of the authorisation granted by the Annual General Meeting on 18 June 2020 to acquire treasury shares in accordance with Section 71 para. 1 no. 8 AktG. The treasury shares acquired on the basis of the Public Buyback Offer may be used for all purposes provided for in the authorisation.

The period for acceptance of the Public Buyback Offer begins on 11 April 2024, 0:00 hours (CET) and ends on 25 April 2024, 24:00 hours (CET), subject to any shortening or extension.

Further details of the Public Tender Offer can be found in the Company's offer document, which will be published on the Company's website at https://www.gesco.de/en/investor-relations and subsequently in the Federal Gazette (www.bundesanzeiger.de) prior to the commencement of the Acceptance Period.

About GESCO:

GESCO SE is an industrial group with market- and technology-leading companies in the capital goods industry specialising in process technology, resource technology, healthcare and infrastructure technology. As a Prime Standard-listed company, GESCO SE gives private and institutional investors access to a portfolio of hidden champions in the German industrial SME sector.

Contact:

Peter Alex
Head of Investor Relations & Communications
Phone +49 (0) 202 24820-18
Fax +49 (0) 202 24820-49
E-mail: ir@gesco.de
Internet: www.gesco.de

Important notice

This publication may not be published, distributed or transmitted in the United States of America, Canada, Australia or Japan. This communication is not directed to, or intended for distribution to or use by, any person who is a citizen or resident of or located in any state, country or jurisdiction where such distribution, publication, availability or use would be contrary to applicable law or which would require any registration or authorisation within such jurisdiction.

The dissemination, publication or distribution of this announcement may be subject to legal restrictions in jurisdictions outside the Federal Republic of Germany. Persons domiciled in or subject to another jurisdiction should inform themselves about and observe the applicable requirements.

Neither this announcement nor its contents may be published, sent, distributed or disseminated in the United States of America, in each case by use of the mails or by any other means or instrumentality of interstate or foreign commerce or of any facility of a national securities exchange of the United States of America. This includes, but is not limited to, e-mail, facsimile transmission, telex, telephone and the Internet. Copies of this announcement and other related documents may also not be sent or transmitted to or within the United States of America. This announcement does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of the Company in the United States of America, Germany or any other jurisdiction.

The terms and further provisions relating to the public share buyback offer are set out in the offer document, which has neither been submitted to BaFin for review nor authorised by BaFin. The share buyback offer does not comply with the provisions of the German Securities Acquisition and Takeover Act. Holders of shares in GESCO SE are strongly advised to read the offer document and, if necessary, to seek independent advice on the matters contained therein.

This release contains forward-looking statements. These statements are based on the current views, expectations, and assumptions of the management of GESCO SE and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. GESCO SE assumes no obligation to update forward-looking statements.

1870239  28-March-2024 CET/CEST