March 28, 2022

Convertible Bonds 2017/2024 (ISIN DE000A2GSF58): Amendments to the terms and conditions having become effective

SLM Solutions Group AG

Luebeck, Germany

Convertible Bonds 2017/2024 (ISIN DE000A2GSF58):
Amendments to the terms and conditions having become effective

Luebeck, 28 March 2022. The amendments to the terms and conditions (the “Terms and Conditions”) resolved by the creditors of the EUR 58,500,000 Convertible Bonds 2017/2024 (ISIN DE000A2GSF58) (the “Bonds”) and published by SLM Solutions Group AG on 16 February 2022 have been implemented today in accordance with the German Act on Issues of Debt Securities (Schuldverschreibungsgesetz) following the expiry of the statutory contestation period, and have thereby become legally effective. The maturity of the Bonds has thus been extended by two years until 11 October 2024.

Pursuant to § 5(d) of the Terms and Conditions, each bondholder now also has the option to request early redemption of all or some of the Bonds held by it on 11 October 2022 by submitting a respective notice by 8 April 2022, 4:00 p.m. (CEST). Once submitted, a put redemption notice is irrevocable.

The amended Terms and Conditions as well as a form that can be used for the submission of the put redemption notice are available on the website of SLM Solutions Group AG in the “Investor Relations” section under the heading “Convertible Bonds – Convertible Bond 2017/2024” (www.slm-solutions.com/investor-relations/convertible-bond). The form is also available from the paying agent upon request by email to [email protected]

The delivery of the Bonds provided for in § 5(d) of the Terms and Conditions as a precondition for the early redemption shall technically take place via the clearing system on the optional redemption date after rebooking of the relevant Bonds to a separate class with the ISIN DE000A3MQRW1. Bondholders exercising the option are therefore requested (in addition to the timely submission of the put redemption notice by their custodian bank to the paying agent) to contact their respective custodian bank by 8 April 2022 and instruct it to arrange for the rebooking of the relevant Bonds. Only the Bonds rebooked via the custodian banks will be taken into account for the redemption. The custodian banks can find more detailed information on the rebooking of the Bonds in the related technical guideline.

It is intended to include the Bonds for which the option has been exercised (once rebooked to ISIN DE000A3MQRW1) into trading on the Open Market (Freiverkehr) of the Frankfurt Stock Exchange until their redemption on 11 October 2022.

SLM Solutions Group AG

– The Management Board –