DGAP-Ad-hoc: Serviceware SE / Key word(s): IPO Serviceware SE: IPO offer price set at EUR 24.00 per share 19-Apr-2018 / 00:47 CET/CEST Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement. --------------------------------------------------------------------------- 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 Publication of an inside information according to Article 17 MAR Serviceware SE: IPO offer price set at EUR 24.00 per share Bad Camberg, 18 April 2018 Serviceware SE ("Serviceware" or the "Company") today has set the offer price for its shares at EUR 24.00 per share. In total, 3,703,000 shares have been placed with investors, thereof 2,500,000 newly issued shares from a capital increase, 720,000 shares from the holdings of existing shareholders and 483,000 shares from an over-allotment ("Greenshoe option"). The offer was clearly oversubscribed. The total volume of the issue amounts to EUR 88.9 million. Assuming the exercise of the Greenshoe option, the free float will amount to approximately 35 percent. At the offer price, Serviceware's market capitalisation at the start of trading will total around EUR 252 million. The gross proceeds for the Company total EUR 60 million. Serviceware intends to use the net proceeds to finance its growth via M&A, further internationalisation as well as scale-up of the sales force to increase penetration of large enterprise customers. Shares of Serviceware are expected to be listed on the regulated market (Prime Standard) of the Frankfurt Stock Exchange with German Securities Code (WKN) A2G8X3, ISIN DE000A2G8X31 and the ticker symbol "SJJ" from 20 April 2018. Settlement is planned for 23 April 2018. COMMERZBANK Aktiengesellschaft and Hauck & Aufhäuser Privatbankiers Aktiengesellschaft are acting as joint global coordinators and joint bookrunners for the transaction. End of Ad-hoc notification Media Relations edicto GmbH Axel Mühlhaus Tel. +49(0) 69/905505-52 eMail: [email protected] Disclaimer: This publication constitutes neither an offer to sell nor a solicitation to buy or subscribe to securities. Any such offer is being made solely on the basis of the securities prospectus published as approved by the Bundesanstalt für Finanzdienstleistungsaufsicht (BaFin). The information legally required to be provided to investors is contained only in the securities prospectus. An investment decision with respect to the publicly offered securities of the issuer should be made solely on the basis the securities prospectus. The securities prospectus dated 6 April 2018 is available free of charge on the internet at the website of the issuer (www.serviceware.se) and during normal business hours at the issuer. The information contained herein 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. No prospectus has been or will be approved for publication in the United Kingdom in respect of the securities to which this publication relates. Consequently, this publication is being distributed only to, and is directed only at, Qualified Investors (as defined below) who (i) are persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) are high net worth entities falling within Articles 49(2)(a) to (d) of the Order, or (iii) other persons to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). Furthermore, this publication is only addressed to and directed at persons in member states of the European Economic Area (other than in Germany or Luxembourg) who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC as amended) ("Qualified Investors"). Any investment or investment activity to which this publication relates is only available to and will only be engaged in with (i) in the United Kingdom, relevant persons who are also Qualified Investors, and (ii) in any other member state of the European Economic Area (other than in Germany or Luxembourg), Qualified Investors. Any other persons who receive this publication in the European Economic Area (other than in Germany or Luxembourg) should not rely on or act upon it. This publication is not an offer of securities for sale in Canada, Japan or Australia. --------------------------------------------------------------------------- Information and Explanation of the Issuer to this News: EXPLANATION Dirk K. Martin, Serviceware's CEO and co-founder, commented: 'We are delighted with the very strong interest shown by investors in Serviceware's IPO. We have an excellent position within the rapidly growing ESM market. Our integrated and modular software platform allows our customers to increase their service quality and also to analyse and budget for the service costs incurred.' Harald Popp, Serviceware's CFO and co-founder, commented: 'Serviceware's IPO is a key milestone since our company's formation 20 years ago. We plan to use the funds from the IPO to consistently implement our growth strategy as a leading European software provider in the enterprise service management (ESM) sector. In return, our shareholders will have the opportunity to participate in Serviceware's successful growth.' In the IPO of Serviceware SE retail investors that placed orders with syndicate banks were allocated approximately 2 per cent of the total placement volume of, in aggregate, 3,703,000 shares (including 483,000 shares in connection with over-allotments). As the offer was oversubscribed, not all purchase orders from retail investors could be considered in full. All orders placed at least at the placement price by retail investors with syndicate banks were allocated according to the following allocation key: Each order at least at the placement price where demand is up to 20 shares receives full allocation. Orders above 20 shares will receive an allocation of 20 shares plus 15 per cent of the exceeding demand. There was no preferential allocation to members of the executive bodies of Serviceware SE nor to their relatives, nor to the employees or business partners of Serviceware SE. Investors will receive a separate securities statement from their custodian bank when the shares are allotted; investors will also receive further information from the custodian bank on the shares allotted to them. The 'Principles Governing the Allocation of Share Issues to Private Investors'' were observed and the allocation to retail investors in connection with the offering followed the same criteria for all syndicate banks and their affiliated institutions. About Serviceware SE Serviceware is a leading provider of software solutions for the digitisation and automation of service processes which allow corporates to increase their service quality and to efficiently manage their service costs. Its unique integrated and modular ESM platform comprises the proprietary software solutions helpLine (Service Management), anafee (Financial Management) and Careware (Field and Customer Service Management). Serviceware serves more than 500 customers throughout a broad range of industries which include 9 DAX companies as well as 4 out of the 7 largest German corporates. The Company is headquartered in Bad Camberg, Germany. At the end of fiscal year 2016/17, Serviceware had 285 employees. For further information see www.serviceware.se. --------------------------------------------------------------------------- 19-Apr-2018 CET/CEST The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de --------------------------------------------------------------------------- Language: English Company: Serviceware SE Carl-Zeiss-Str. 16 65520 Bad Camberg Germany Phone: +49 6434 930 76-0 Fax: +49 6434 930 76-300 E-mail: [email protected] Internet: www.serviceware.se ISIN: DE000A2G8X31 WKN: A2G8X3 End of Announcement DGAP News Service --------------------------------------------------------------------------- 676109 19-Apr-2018 CET/CEST