Publication: 30 January 2023 15.15

Source: AUSTRIACARD HOLDINGS AG

Keywords: Admission to trading, cross-border merger

Vienna, this 30 January 2023

Public disclosure of inside information according to article 17 MAR

AUSTRIACARD HOLDINGS AG: Admission of shares to trading on the regulated market of the Vienna Stock Exchange, Resolution on the cross-border merger of INFORM P. LYKOS HOLDINGS S.A. into AUSTRIACARD HOLDINGS AG

Admission of the shares of AUSTRIACARD HOLDINGS AG to trading on the regulated market of the Vienna Stock Exchange

Expected commencement of trading: 27 March 2023

By resolution of Wiener Börse AG dated 30 January 2023, (i) 16,862,067 existing ordinary bearer shares with a nominal value of EUR 1.00 per share of AUSTRIACARD HOLDINGS AG („Company“) and (ii) 1,314,867 new ordinary bearer shares with a nominal value of EUR 1.00 per share of the Company to be issued in the context of the Company’s share capital increase as a result of a cross-border merger of INFORM P. LYKOS HOLDINGS S.A. (“INFORM”) as transferring company into the Company as absorbing company, were admitted to trading on the regulated market of the Vienna Stock Exchange.

The expected first trading date will be a day shortly after the registration of the cross-border merger of INFORM into the Company and the delivery of the new shares to the shareholders of INFORM and is expected to be 27 March 2023 or a day around that date (“Trading Date”). No trading will occur until the Trading Date. From the Trading Date, the shares of the Company will be traded in the segment prime market of the Vienna Stock Exchange and the segment main market of the Athens Exchange (ATHEX), in each case under the Code “ACAG” (ISIN: AT0000A325L0).

The starting price was set at EUR 13.42 per share by the Company’s management board and is based on a fairness opinion by PwC Advisory Services GmbH dated 15 December 2022 regarding the exchange ratio in connection with the cross-border merger.

Resolution on the cross-border merger of INFORM P. LYKOS HOLDINGS S.A. into AUSTRIACARD HOLDINGS AG

On 30 January 2023, the extraordinary general assemblies of INFORM and the Company have resolved on the cross-border merger of INFORM as transferring company into the Company as absorbing company.

With legal effectiveness of the cross-border merger, a total of 1,314,867 new ordinary bearer shares which are issued in the context of an increase of the Company’s share capital will be granted to the (former) shareholders of INFORM.

The legal effectiveness of the cross-border merger is expected until 21 March 2023.

Disclaimer:

This communication is for information purposes only and does not constitute an offer to buy or sell securities or a solicitation of an offer to buy securities of the Company, nor does it constitute financial analysis or advice or recommendation relating to securities of the Company. This communication does not constitute an advertisement in Austria within the meaning of Article 2(k) of the Prospectus Regulation or any other legal provisions or an advertisement outside Austria and does not constitute a prospectus within the meaning of the Prospectus Regulation. Therefore, investors should only purchase securities referred to in this communication on the basis of the information contained in the prospectus published by AUSTRIACARD HOLDINGS AG in connection with the admission to trading and listing of the Shares on the ATHEX and the VSE in the context of the cross-border merger.

This communication is not intended for publication, release or distribution in or into the United States of America, Australia, Canada, Japan or any other jurisdiction where such publication, release or distribution would be unlawful or would be subject to approval by any such jurisdiction.

This communication may not be distributed or forwarded to "U.S. persons" (as defined in Regulation S of the U.S. Securities Act of 1933, as amended ("Securities Act")) or to publications with a general circulation in the United States of America.

Emitter:  AUSTRIACARD HOLDINGS AG

   Lamezanstraße 4-8

1230 Vienna

Austria

Contact person: Mag. Markus Kirchmayr

Tel.:   +43 1 61065 - 384

E-Mail:  markus.kirchmayr@austriacard.at

Website:  www.austriacard.com

ISIN(s):  AT0000A325L0

Stock Exchange(s): Regulated Market in Vienna