EQS-CMS: MLP SE: Release of a capital market information

MLP SE: Announcement pursuant to Art. 5 (1) of EU Regulation 596/2014 and Art. 2 (1) of EU Commission Delegated Regulation 2016/1052

The Executive Board at MLP SE has decided, with the consent of the Supervisory Board on Dec. 11, 2024, to acquire treasury shares in MLP SE (TRQX:MLPd) for a total purchase price (not including incidental acquisition costs) of up to EUR 2,000,000 ('share buyback programme'). On the basis of the price determined by the closing auction in XETRA trading on the last day of stock market trading in Frankfurt am Main prior to this publication of EUR 5.82, this corresponds to a volume of up to 343,642 shares in MLP SE. The buyback shall be effected via XETRA trading on the Frankfurt Stock Exchange during an acquisition period from January 2, 2025 (earliest possible acquisition date) to May 31, 2025 (latest possible acquisition date). The shares bought back shall be used for a share-based participation programme for the office managers and consultants that operate as independent commercial agents at MLP Finanzberatung SE, a subordinate affiliated company of MLP SE.

The share buyback programme will be carried out on the basis of the authorisation issued by the Annual General Meeting of MLP SE on June 24, 2021. According to this authorisation, MLP SE or a dependent Group company is authorised to acquire MLP SE shares until June 23, 2026, up to a pro-rata amount of the Company's existing total share capital at the time of approval of the resolution on the authorisation of EUR 10,933,468 attributable to these shares - which corresponds to slightly less than 10% of the share capital. If the MLP SE shares are acquired via the stock exchange, the equivalent value paid per share (not including incidental acquisition costs) shall not exceed by more than 10 % or not fall short by more than 10 % of the arithmetic average of the share prices (closing auction price of the MLP SE share in XETRA trading or a comparable successor system) on the last three trading days prior to acquisition.

The acquisition of treasury shares is performed by MLP Finanzberatung SE, a subordinate affiliated company of MLP SE, under the assignment of a financial institution. The financial institution has given an undertaking to MLP Finanzberatung SE that it will carry out the buyback exclusively via the stock exchange and in accordance with the authorisation granted by the Annual General Meeting of MLP SE on June 24, 2021, as well as the provisions of EU Regulation 596/2014 and EU Commission Delegated Regulation 2016/1052.

As per Art. 4 (2b) of EU Commission Delegated Regulation 2016/1052, the financial institution reaches its decisions regarding the timing of the acquisition of shares in MLP SE independently and without any influence from MLP Finanzberatung SE or MLP SE. The financial institution is obliged to acquire the shares at market prices in line with the trading conditions of Art. 3 of EU Commission Delegated Regulation 2016/1052. In particular, the shares in MLP SE acquired within the scope of the buyback are not acquired at a price higher than that of the last independent trade or (if this is higher) than that of the highest respective independent bid on the XETRA trading system. In addition to this, no more than 25% of the average daily trading volume of MLP SE shares may be acquired on the XETRA trading system on any one trading day. The average daily trading volume is calculated on the basis of the average daily volume traded during the 20 trading days prior to the respective purchase date.

The share buyback programme can be suspended and also resumed at any time within the acquisition period to the extent required and legally permissible.

Information on the transactions undertaken in the context of the share buyback programme will be adequately disclosed in both detailed and aggregated form no later than by the end of the seventh trading day following the day of executing the corresponding transactions. Pursuant to Art. 2 (3) of EU Commission Delegated Regulation 2016/1052, MLP SE will publish the announced transactions on its website at www.MLP-SE.de and keep this information available for the public for at least five years from the date of public disclosure.

(Please note that only the German version of this publication is legally binding)