Frequentis AG: Executive Board adopts employee participation program for Austria and Germany

FREQUENTIS AG: Employee participation

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Vienna (pta024/02.03.2020/12:35 UTC+1) NOT FOR DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THE PRESS RELEASE.

* Capital increase of up to 80,000 shares with exclusion of subscription rights for employee participation program adopted by the Executive Board on 2 March 2020
* The participation of employees aims to strengthen the employees' identification with Frequentis and to promote their motivation as well as their interest in the company's success
* Attractive program entailing a rebate of 20% for shares acquired under the program

On the basis of the basic resolution regarding the implementation of an employee participation program in the business year 2020 adopted by the Executive Board of Frequentis AG today, an employee participation program shall, subject to the approval of the Supervisory Board of the company, be implemented for Frequentis AG in Vienna as well as for the participating Austrian companies - CNS-Solutions & Support GmbH and PDTS GmbH - and the German group companies - Frequentis Comsoft GmbH, Frequentis Deutschland GmbH as well as ELARA Leitstellentechnik GmbH - in the weeks to come. Thereby, approximately 1,400 employees in Austria and Germany shall have the opportunity to become co-owners of Frequentis AG at a reduced price.

"We are very happy that we can now let our employees participate in the future development of Frequentis," says CEO Norbert Haslacher. "We have prepared an attractive package which grants participating employees the opportunity to acquire shares at a purchase price of 80% of the closing price of the Frequentis-share at the Vienna Stock Exchange on 4 May 2020 - therefore with a discount of 20%."

Based on the authorization by the general meeting from 8 April 2019, the company's share capital shall be increased from currently EUR 13,200,000 by up to EUR 80,000 to up to EUR 13,280,000 by issuing up to 80,000 new shares against cash contribution under the complete exclusion of subscription rights of the existing shareholders. Such capital increase shall be dependent on the number of shares ordered by participating employees in the course of the employee participation program. This corresponds to an increase in the share capital of up to approximately 0.6%. In the event of an oversubscription by participating employees, a corresponding curtailment of the shares allotted to the employees concerned shall be made. The offer period is expected to commence on 3 April 2020.

The new shares shall have a dividend entitlement as from 1 January 2019 and apart from that, the same rights as the existing shares of the company with ISIN ATFREQUENT09. An application for admission to trading of the new shares on the regulated market at the Frankfurt Stock Exchange (General Standard) and at the Vienna Stock Exchange (prime market) shall be made.

In case of an approval by the Supervisory Board of the company, the definite extent of the capital increase shall - on the basis of the demand of the employees entitled to participate in the program - expectedly be determined by the Executive Board (with the approval of the Supervisory Board) on 4 May 2020.

About FREQUENTIS AG

The Austrian company Frequentis headquartered in Vienna is an international supplier of communication and information systems for control centres with safety-critical tasks. Such 'control centre solutions' are developed and marketed by Frequentis in the business sectors Air Traffic Management (civil and military air traffic control, air defence) and Public Safety & Transport (police, fire brigade, ambulance services, shipping, railways). Frequentis operates a worldwide network of branches, subsidiaries and local representatives in more than 50 countries.

Products and solutions from Frequentis can be found in over 30,000 working positions and in about 140 countries. Founded in 1947, Frequentis is, by its own estimation, the global market leader in voice communication systems for air traffic control with a market share of around 30%. Moreover, the Frequentis Group's systems are globally leading in AIM (aeronautical information management) and aeronautical message handling systems, as well as in GSM-R systems in the field of Public Transport. The Frequentis share is listed on the Vienna Stock Exchange and on the Frankfurt Stock Exchange under the ticker symbol FQT, ISIN ATFREQUENT09.

For further information please see www.frequentis.com.

Brigitte Gschiegl, Director Corporate Communications, Frequentis AG,
brigitte.gschiegl@frequentis.com, +43 1 81150-1301

Stefan Marin, Head of Investor Relations, Frequentis AG,
stefan.marin@frequentis.com, +43 1 81150-1074

Legal notice

This publication constitutes neither an offer to sell nor a solicitation to buy or subscribe to securities. The offer is being made exclusively to employees of Frequentis AG as well as to employees of certain Austrian and German subsidiaries of Frequentis AG solely on the basis of the document replacing a securities prospectus prepared by Frequentis in accordance with Article 1(4)(i) and Article 1(5)(h) of Regulation (EU) 2017/1129 in connection with Section 13 para 6 of the Austrian Capital Market Act 2019 (Kapitalmarktgesetz 2019) and Section 3 of the Ordinance on Minimum Contents, Publication and Language 2019 (Mindestinhalts-, Veröffentlichungs- und Sprachenverordnung 2019). Employees of other group companies of Frequentis AG as well as persons who are not employees of Frequentis AG or of a participating Austrian or German subsidiary of Frequentis AG may not participate in the offer. The specifics of the eligibility to participate in the offer are determined by the document replacing a securities prospectus provided by Frequentis to employees of participating companies.

This publication is not for distribution, directly or indirectly, in or into the United States of America (including its territories and possessions of any State of the United States of America or of the District of Columbia) and must not be distributed to U.S. persons (as defined in Regulation S of the U.S. Securities Act of 1933, as amended ("Securities Act")) or publications with a general circulation in the United States of America. This publication constitutes neither an offer to sell nor a solicitation to buy or subscribe to securities in the United States of America. The securities have not been and will not be registered under the Securities Act and may not be offered or sold in the United States of America absent registration or an exemption from registration under the Securities Act. The issuer does not intend to register any portion of the offering in the United States of America or to conduct a public offering of the securities in the United States of America.

This publication is not an offer of securities for sale in Canada, Japan or Australia.

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Emitter:	Frequentis AG Innovationsstraße 1 1100 Wien Austria
Contact Person:	Stefan Marin
Phone:	+431811501074
E-Mail:	stefan.marin@frequentis.com
Website:	www.frequentis.com
ISIN(s):	ATFREQUENT09 (Share)
Stock Exchange(s):	Vienna Stock Exchange (Official Trade)
Other Stock Exchanges:	Regulierter Markt in Frankfurt