BigRep SE: BigRep SE has authorised the issuance of EUR 10 million Convertible Notes

Luxembourg/Berlin (pta030/17.11.2025/23:00 UTC+1)

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BigRep SE has authorised the issuance of EUR 10 million Convertible Notes

Luxembourg/Berlin, November 17, 2025 - BigRep SE ("Company") informs that it has authorised the issuance and sale of EUR 10,000,000 convertible notes, (the "Convertible Notes"). The Convertible Notes will be issued and placed through a private placement, with de Krassny GmbH, one of the major shareholders of the Company, having entered into and committed under a subscription agreement to subscribe for EUR 2,000,000 of the Convertible Notes (representing 20% of the total authorised issuance amount).

The Company will issue up to 10,000 Convertible Notes with a denomination of EUR 1,000 each. The Convertible Notes may be converted into class A shares (the "Public Shares") of the Company at an initial conversion price of EUR 0.70 per share.

The Convertible Notes bear interest at a rate of 8% per annum, payable annually within thirty days after each anniversary of the issue date. The Convertible Notes will mature on 31 December 2031, unless previously converted or redeemed.

Noteholders may convert their notes during specified conversion periods running from 1 June to 30 June and from 1 December to 31 December in each calendar year, commencing in 2026. Conversion may be effected on a cashless basis at the noteholder's option.

The Company may, at its sole discretion, elect to redeem all outstanding Convertible Notes at any time upon a minimum of 30 days' prior written notice to the noteholders.

The Convertible Notes constitute direct, unconditional and unsecured obligations of the Company and rank pari passu without any preference among themselves. The pre-emptive rights of existing shareholders to subscribe for the Convertible Notes are excluded.

The Company intends to use the net proceeds from the issue to support its continued growth strategy, for general corporate purposes and to pursue strategic opportunities that may arise.

The Convertible Notes are expected to be issued by the Company on or around 1 December 2025. The Convertible Notes will be issued as book-entry securities only, without any contemplated admission to trading on a stock exchange.
Contact:
Claudius Krause BigRep SE
9, rue de Bitbourg
L-1273 Luxembourg
Grand Duchy of Luxembourg bigrep@cometis.de

Important Notice

This publication may not be published, distributed or transmitted in the United States of America, Canada, Australia or Japan. It does not constitute an offer or solicitation of an offer to purchase or subscribe for any securities of the Company ("Securities") in the United States of America ("United States" or "U.S."), Australia, Canada or Japan or in any jurisdiction in which such offer or solicitation would be unlawful.

This publication does not constitute an offer of securities for sale in the United States. The securities referredto herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended("Securities Act"). The securities may not be offered or sold in the United States absentregistration or an exemption from the registration requirements of the Securities Act. There will be no public offering of these securities in the United States.

Certain statements contained in this publication may constitute "forward-looking statements". These forward-looking statements are based on management's current views, expectations, assumptions and information. Forward-looking statements are not guarantees of future performance and involve known and unknownrisks and uncertainties. Due to various factors, actual future results, developments and events may differ materially from those described in these statements; neither the Company nor any other person assumes any responsibility for the accuracy of the opinions contained in this communication or the underlying assumptions. The Company assumes no obligation to update any forward-looking statements contained in this publication.

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Emitter:	BigRep SE 9, rue de Bitbourg 1273 Luxembourg Luxembourg
Contact Person:	Claudius Krause
Phone:	+49 611 205855 -28
E-Mail:	bigrep@cometis.de
Website:	www.bigrep.com
ISIN(s):	LU2859870326 (Share)
Stock Exchange(s):	Regulated Market in Frankfurt; Free Market in Munich, Stuttgart