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16.07.2024 15:36:28 - dpa-AFX: EQS-Adhoc: Endor AG: Landshut Local Court authorises shareholders of Endor AG to convene an Extraordinary General Meeting (english)

Endor AG: Landshut Local Court authorises shareholders of Endor AG to
convene an Extraordinary General Meeting

EQS-Ad-hoc: Endor AG / Key word(s): AGM/EGM
Endor AG: Landshut Local Court authorises shareholders of Endor AG to
convene an Extraordinary General Meeting

16-Jul-2024 / 15:36 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the Regulation
(EU) No 596/2014, transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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Landshut Local Court authorises shareholders of Endor AG to convene an
Extraordinary General Meeting

Landshut, July 16, 2024 - Endor AG (WKN 549166 / ISIN: DE0005491666)
announces that the Local Court of Landshut (Amtsgericht Landshut) has
authorized two shareholders of Endor AG to convene an Extraordinary General
Meeting. The court authorization includes the following agenda items

  * Report of the Management Board on the current economic situation of
    Endor AG as well as the status of offers, discussions, negotiations and
    agreements, regarding the restructuring/elimination of the (impending)
    insolvency of Endor AG


  * Withdrawal of confidence from the members of the Management Board Andres
    Ruff, Matthias Kosch, Daniel Meyberg and Belma Nadarevic by the Annual
    General Meeting


  * Resolution on the dismissal of Supervisory Board members in accordance
    with Section 103 AktG


* Resolution on the election to the Supervisory Board

  * Resolution on the appointment of a special auditor to audit the conduct
    of the Management Board and Supervisory Board in connection with the
    restructuring of Endor AG


  * Resolution on the implementation of a capital increase against cash
    contributions with subscription rights granted to shareholders


According to information from the Executive Board, the shareholders
submitting the application intend to propose a capital increase with
subscription rights of up to EUR 70 million to the company's Annual General
Meeting. According to information from the Executive Board, the new shares
are to be issued at an issue price of EUR 1.00 per share.

The company assumes that the shareholders will make use of the authorisation
and convene the Extraordinary General Meeting by publication in the Federal
Gazette.

In the opinion of the Management Board of Endor AG, convening and holding
the Extraordinary General Meeting jeopardises the restructuring of the
company as part of the ongoing proceedings under the German Corporate
Stabilisation and Restructuring Act (StaRUG) with the entry of the investor
Corsair, because in particular changes to the Supervisory Board or
Management Board as well as capital measures give the investor Corsair a
right to terminate the interim financing and/or entitle it to terminate the
restructuring in accordance with the term sheet agreed with Corsair.

If the ongoing StaRUG proceedings fail, the lending banks are also entitled
to terminate the standstill agreements.

The requesting shareholders have still not submitted a reliable financing
concept to the Executive Board. The Executive Board does not assume that the
intended capital increase will provide the company with sufficient liquid
funds in good time.

In particular, the Management Board has no reliable indications that
sufficient investors will be prepared to subscribe to the new shares in
return for payment of the issue amount. In the opinion of the Management
Board, even an injection of equity in the amount of EUR 70 million is
currently not sufficient for a sustainable reorganisation because this
amount can only be used to repay the loans to the financing banks, but not
the interim financing by Corsair and the company's further liquidity
requirements would not be covered. Even if the capital increase were carried
out in full, the company would therefore not have a positive going concern
forecast in this case.

A termination of the ongoing StaRUG proceedings without a reliable
refinancing concept would lead to the insolvency of the company and
significantly jeopardise the continued existence of the company and its
jobs.

As the company cannot repay the current financing without a timely injection
of new liquid funds, a cancellation of financing would result in the StaRUG
proceedings being terminated and the company having to file for insolvency.

The company intends to continue the restructuring after the StaRUG. The
company currently assumes that Corsair and the lending banks will continue
to support the planned restructuring with the investor Corsair. The
Management Board of Endor AG therefore continues to assume a positive going
concern prognosis at the present time.

Endor AG is considering appealing against the decision of the local court.

Endor will provide information on the further course of proceedings in
accordance with the legal requirements.

Notifying person:
Matthias Kosch, CFO


End of Inside Information

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Information and Explanation of the Issuer to this announcement:

About Endor AG

Endor AG develops and markets high-quality input devices such as high-end
steering wheels and pedals for racing simulations on game consoles and PCs.
As a "brain factory", the company's focus is on the creative sector. Endor
carries out product development and prototype construction under its own
direction and together with specialized technology partners, primarily in
Germany ("German engineering"). Endor sells its products under the FANATEC
brand via e-commerce primarily to end customers in Europe, the USA, Canada,
Australia and Japan.

Contact:

Endor AG, Investor Relations
Tel.: +49(0)871-9221 222
E-Mail: investor_relations@endor.ag

Press and investor enquiries:

Jasmin Dentz, GFD Finanzkommunikation
E-Mail: dentz@gfd-finanzkommunikation.de

Peter Herkenhoff, GFD Finanzkommunikation
E-Mail: herkenhoff@gfd-finanzkommunikation.de


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16-Jul-2024 CET/CEST The EQS Distribution Services include Regulatory
Announcements, Financial/Corporate News and Press Releases.
Archive at www.eqs-news.com

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   Language:       English
   Company:        Endor AG
                   E.ON-Allee 3
                   84036 Landshut
                   Germany
   Phone:          +49-(0)871-9221-122
   Fax:            +49-(0)871-9221-221
   E-mail:         ir@endor.ag
   Internet:       www.endor.ag
   ISIN:           DE0005491666
   WKN:            549166
   Listed:         Regulated Unofficial Market in Berlin, Dusseldorf,
                   Hamburg, Munich, Stuttgart
   EQS News ID:    1947423




End of Announcement EQS News Service
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1947423 16-Jul-2024 CET/CEST
Name WKN Börse Kurs Datum/Zeit Diff. Diff. % Geld Brief Erster Schluss
ENDOR AG 549166 Stuttgart 0,033 23.08.24 21:45:05 +0,001 +3,12% 0,000 0,000 0,032 0,033

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