Disclosure of inside information according to Article 17 of Regulation (EU) No 596/2014 (Market Abuse Regulation)


Netfonds AG enters into investment agreement with Warburg Pincus
Public offer of EUR 78.25 per share announced


Hamburg, March 9, 2026 – Netfonds AG (ISIN: DE000A1MME74, "Netfonds") has entered into an investment agreement with SCUR-Alpha 1996 GmbH (in future: German Wealth Technology GmbH), which is controlled by funds managed by Warburg Pincus LLC (together, "Warburg Pincus"). Under the investment agreement, Warburg Pincus will make a public offer to acquire all shares in Netfonds not already held by Warburg Pincus for a cash consideration of EUR 78.25 per Netfonds share. This represents a premium of 64.4% over the closing price of the Netfonds share on 6 March 2026, and a premium of 78.3% over the volume-weighted average price of the Netfonds share during the past three months. The offer is not subject to the provisions of the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz (WpÜG)).

The offer document, which will set out the binding terms of the offer as well as further details regarding the offer and the acceptance process, will be published today and will commence a six-week acceptance period, which will expire at the end of 20 April 2026 (Frankfurt am Main, Germany local time). Settlement of the offer will be subject to customary conditions, including regulatory clearances. The offer will not be subject to a minimum acceptance threshold.

As of today, Warburg Pincus has already irrevocably secured an aggregate stake of approx. 53% in Netfonds, including the shareholdings of Netfonds' current CEO, CFO and CBO, as well as those of Karsten Dümmler, founder and member of the supervisory board of Netfonds. In addition, Warburg Pincus reserves the right, in connection with a possible cash capital increase with the exclusion of subscription rights, to subscribe for Netfonds shares up to an aggregate interest of 9.9% of Netfonds' current share capital.

The management board and the supervisory board fully and expressly support the offer. Immediately following the end of the acceptance period, Netfonds will procure the termination of the inclusion of the Netfonds shares in public trading on the open market, effective as of the settlement date of the offer. A separate delisting offer will not be required.

Netfonds will inform the capital market and the public without undue delay about further developments in accordance with the applicable legal requirements.


Contact
Netfonds AG
Heidenkampsweg 73
20097 Hamburg 
Germany

Investor Relations
Philip Angrabeit
Phone: +49 40 822 267 142
E-mail: pangrabeit@netfonds.de

More information
www.netfonds-group.com / www.netfonds.de 

About the Netfonds Group
The Netfonds group is a leading platform for administration, advisory and regulatory services for the German financial industry. Under the finfire brand, the company provides its customers and partners with a cloud-based technology platform for the complete processing and administration of business transactions. Netfonds customers therefore benefit from one of the most modern software solutions on the market, which significantly simplifies the advisory process, makes it secure and enables advice tailored to specific target groups. The shares of Netfonds are listed on the m:access segment of the Munich stock exchange and can be traded via XETRA.