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mybet Holding SE: Ad hoc information on convertible bond 2015/2020

mybet Holding SE  / Key word(s): Corporate Action

23.11.2015 13:59

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.


The Management Board of mybet Holding SE, Kiel, taking as its basis the
authorisation of the Annual General Meeting of June 5, 2014 and with the
consent of the Supervisory Board of the company, today resolved to issue a
convertible bond totalling up to 50,000 debentures each with a nominal
value of EUR 100.00 (the "Debentures" and collectively the "Convertible
Bond"), which can be converted into ordinary shares of mybet Holding SE.
The Convertible Bond is expected to be issued on December 11, 2015 and has
a term up until December 11, 2020.

The Debentures will be offered to the shareholders of mybet Holding SE
during the subscription period from November 25, 2015 to December 8, 2015,
24:00 hours (in each case inclusive), in the form of an indirect
subscription right via ODDO SEYDLER BANK AG. Based on the subscription
ratio of 512:1 the shareholders of mybet Holding SE have the right to
subscribe to one Debenture for every 512 shares. On the basis of the
authorisation of the Annual General Meeting of June 5, 2014 and with
today's consent of the Supervisory Board the Management Board has in
addition excluded the subscription right for residual amounts resulting
from the subscription ratio. Subscription may be for only a whole Debenture
or whole multiples thereof. The Debentures will be offered to the
shareholders without publication of a prospectus in compliance with Section
1 (2) No. 4 of the German Securities Prospectus Act (WpPG).

The issue amount, taking into account today's share price, will represent
100 % of the nominal amount and will therefore be EUR 100.00 per Debenture.
During the term the bondholders have the irrevocable right, within certain
conversion periods, to convert Debentures into arithmetically an initial
89.6619 no par value shares of mybet Holding, each representing a notional
share of the capital stock of EUR 1.00, at an initial conversion price of
EUR 1.00, any resulting fractions being added together so that the number
of shares delivered will be as indicated by the latter total. Any remaining
fractions are settled in cash. The initial conversion price is EUR 1.1153.
The Debentures will attract interest at a rate of 6.25 % p.a. on their
nominal value. The interest is payable half-yearly in arrears. The
Debentures will be collateralised by the pledging of shares in
pferdewetten.de AG, Düsseldorf. In addition certain subsidiaries of the
company have assumed a guarantee in respect of payment entitlements of the
bondholders, in accordance with the terms of the bond.

The Debentures not subscribed by shareholders will be offered to investors
for subscription through a private placement at the subscription price.
Over and above their subscription right shareholders will be granted the
opportunity to subscribe to Debentures not taken up under the rights
offering and the subsequent private placement, by way of oversubscription.
No legal entitlement to Debentures through oversubscription exists. If the
oversubscription orders placed by the shareholders should exceed the number
of Debentures available after completion of the private placement, the
oversubscription rights shall be curtailed pro rata and there shall be a
reduced allocation of the Debentures in proportion to the oversubscription.
Likewise from the oversubscription right, only whole numbers of units may
be allocated to the shareholders.

Further details will be announced in the rights offer, which is expected to
be published on November 24, 2015. The terms of the bond may be viewed and
downloaded immediately after publication of the rights offering in the
Federal Gazette and on the homepage of the company at www.mybet-se.com.

The Management Board plans to use the proceeds of the issuance of the
Convertible Bond in particular for the expansion of the marketing and
technology platform of the company, for the expansion of the betting range,
for the acquisition of new customers through increased marketing
activities, and for the advertising of games in the wider context of the
UEFA European Championship in 2016.

One investor has indicated its fundamental interest in subscribing to up to
30% of the bond volume.

It is intended to apply for inclusion of the Debentures in over-the-counter
trading at the Frankfurt Stock Exchange.

mybet Holding SE
The Management Board

mybet Holding SE
Investor Relations & Corporate Communications
Yulia Link
Tel. +49 (40) 85 37 88 47
Fax +49 (40) 85 37 88 30
Mail yulia.link@mybet.com

23.11.2015 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
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Language:     English
Company:      mybet Holding SE
              Jägersberg 23
              24103 Kiel
Phone:        +49 40 85 37 88-0
Fax:          +49 40 85 37 88-30
E-mail:       ir@mybet.com
Internet:     www.mybet-se.com
ISIN:         DE000A0JRU67
WKN:          A0JRU6
Listed:       Regulated Market in Frankfurt (Prime Standard); Regulated
              Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich,
End of Announcement                             DGAP News-Service