EQS-Adhoc: EPH Group AG: EPH Group AG Resolves to Launch Exchange Offer for 2023/2030 and 2025/2032 Bonds into New Secured 10% Bond 2026/2033

On 20 October 2026, EPH Group AG (the "Company") announced the issuance of a further secured 10% tourism corporate bond with a total volume of up to EUR 50 million (the "2026/2033 Bonds", ISIN: AT0000A3XVE4) and informed the market of its plans to offer holders of the 2025/2032 Bonds (ISIN: DE000A3L7AM8) and holders of the 2023/2030 Bonds (ISIN: DE000A3LJCB4) the opportunity to exchange their bonds at a ratio of 1:1.

Today, the Management Board of the Company, with the approval of the Supervisory Board, resolved to proceed with the planned exchange offer and approved the key terms and conditions of the exchange offer. Under the exchange offer, holders of the 2025/2032 Bonds (ISIN: DE000A3L7AM8) and holders of the 2023/2030 Bonds (ISIN: DE000A3LJCB4) will be offered the opportunity to exchange their respective bonds for the 2026/2033 Bonds (ISIN: AT0000A3XVE4), in each case at an exchange ratio of 1:1 and in accordance with the terms and conditions of the exchange offer.

The exchange offer is expected to be carried out in the first half of 2027, subject to the approval of the relevant securities prospectus by the competent supervisory authority. The exact timing and the exchange offer period during which bondholders may submit exchange instructions will be determined by the Management Board in coordination with the banks involved. The final details of the terms and conditions of the exchange offer are currently being agreed with the German banking partner that will be appointed to manage and settle the exchange offer.

Legal Notice / Disclaimer:

This announcement constitutes an ad hoc disclosure pursuant to Article 17 of the Market Abuse Regulation (MAR). This announcement is for information purposes only and does not constitute an offer to purchase securities or a solicitation of an offer to purchase securities of EPH Group AG. Any future offering of securities of EPH Group AG will be made in accordance with and on the basis of applicable capital markets laws and regulations.

The public offering of the 2026/2033 Bonds is made exclusively through and on the basis of the prospectus published on the issuer's website (www.eph-group.com), which was approved by the Luxembourg financial supervisory authority (CSSF) on 23 October 2026 and notified to the German Federal Financial Supervisory Authority (BaFin) and the Austrian Financial Market Authority (FMA). The prospectus contains the final terms and conditions and is available free of charge at the following link: https://eph-group.com/assets/wertpapierprospekt-anleihe-2026-2033.pdf. Approval of the prospectus by the CSSF should not be understood as an endorsement of the securities offered. Investors are strongly advised to read the prospectus before making an investment decision in order to fully understand the potential risks and rewards associated with an investment in the securities.

The securities of EPH Group AG have not been and will not be registered under foreign securities laws, in particular under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or with any foreign securities regulatory authority. In particular, the securities may not be offered or sold in the United States of America (the "United States") without registration under the Securities Act or an applicable exemption from its registration requirements.

THIS ANNOUNCEMENT IS NOT INTENDED FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN OR SOUTH AFRICA, OR ANY OTHER JURISDICTION IN WHICH SUCH PUBLICATION, DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL.

2433796  12-Nov-2026 CET/CEST