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Ad-hoc-release – Expected amount of compensation and settlement in the Domination and Profit Transfer Agreement between EASY SOFTWARE AG and deltus 36. AG

Mülheim an der Ruhr, November 10, 2020.

The Management Board of EASY SOFTWARE AG today signed a domination and profit and loss transfer agreement pursuant to §§ 291 ff. AktG with deltus 36. AG as controlling company and EASY SOFTWARE AG as controlled company. RSM GmbH, the auditing and tax consulting company commissioned by EASY SOFTWARE AG and deltus 36. AG together with the independent valuation, has today provided the companies with the final results of its company valuation according to the IDW S1 valuation standard. According to this standard, RSM GmbH determined EUR 0.38 (this corresponds to an amount of EUR 0.44 before current corporate income tax and solidarity surcharge) per EASY SOFTWARE AG share for each full fiscal year for the compensation pursuant to Section 304 AktG, and EUR 11.42 per EASY SOFTWARE AG share for the compensation pursuant to Section 305 AktG. The court-appointed contract auditor Mr. Michael Wahlscheidt, certified public accountant, has confirmed the adequacy of the compensation determined by RSM GmbH according to § 304 AktG and the severance payment according to § 305 AktG according to the current state of auditing. The valuation expert further comes to the conclusion that the relevant average stock exchange price is EUR 10.69 per EASY SOFTWARE share. In this respect, the average stock market price of EASY SOFTWARE shares weighted according to trading volume in the three-month period prior to the announcement of the intention to conclude a domination and profit and loss transfer agreement between EASY SOFTWARE and deltus 36. AG by the latter on September 3, 2020 is relevant. The value per EASY SOFTWARE share determined according to the capitalized earnings value method is EUR 0.73 higher than the stock market price applicable according to this method. The control and profit transfer agreement will become effective upon entry into the Commercial Register of EASY SOFTWARE AG, subject to further approval by the General Meeting of deltus 36. AG and EASY SOFTWARE AG.


The Management Board

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