EQS-Adhoc: 1&1 AG resolves capital increase from authorized capital in exchange for a contribution in kind by United Internet AG

1&1 AG resolves capital increase from authorized capital in exchange for a contribution in kind by United Internet AG

Montabaur, 5 October, 2026 – The Management Board of 1&1 AG (ISIN DE0005545503) today resolved, with the approval of the Supervisory Board, to carry out a capital increase against a contribution in kind, amounting to 20 percent of the existing share capital, by partially utilizing the Authorized Capital 2022 with the exclusion of the shareholders' subscription rights.

The majority shareholder of 1&1 AG, United Internet AG, Montabaur, (current stake: approx. 87.19%; as per 5 October 2026), was exclusively admitted for the subscription of the 35,352,929 new no-par value bearer shares, entitled to dividends as of 1 January 2026, with a calculated issue price of EUR 24.05 per new share, in exchange for a contribution in kind. The calculated issue price thus corresponds to today’s closing price of the shares of 1&1 AG in XETRA trading on the last trading day prior to the date of the Management Board’s resolution, which was EUR 24.05. The contribution in kind consists of claims for loan repayment held by United Internet AG against 1&1 Versatel GmbH, Dusseldorf, a wholly owned indirect subsidiary of 1&1 AG, in a nominal amount of EUR 850,237,942.45, which are to be contributed to 1&1 AG pursuant to a contribution agreement to be entered today.

Through this capital increase, 1&1 AG is strengthening its capital structure, increasing its equity ratio, and expanding its financial flexibility particularly for further network expansion.

Once the capital increase takes effect, the share capital of 1&1 AG will amount to EUR 233,329,335.80, divided into 212,117,578 no-par value bearer shares. As a result of the capital increase, United Internet AG’s stake in 1&1 AG will increase from approximately 87.19% (as per 5 October 2026) to approximately 89.32%.

Following their creation, the new shares shall be admitted to trading, without a prospectus, on the regulated market of the Frankfurt Stock Exchange, as well as on the segment of the regulated market with additional post-listing obligations (Prime Standard) of the Frankfurt Stock Exchange.

Montabaur, 5 October 2026

1&1 AG

The Management Board

About 1&1 AG

1&1 AG, headquartered in Montabaur, is a publicly listed telecommunications provider and part of the United Internet Group. With ca. 4,600 employees and over 30 years of market experience, 1&1 stands for innovation, competition, and digital sovereignty within the German telecommunications landscape.

1&1 is the first network operator in Europe to operate a fully virtualised, cloud-based 5G mobile network based on the new Open RAN technology – independent, technology-agnostic and ready for real-time applications of the future.

In fixed-line infrastructure, 1&1 operates approximately 70,000 kilometres of fibre-optic routes, making it one of Germany's largest and most powerful networks, available in more than 350 cities.

The 1&1 brand addresses value and premium segments with mobile services, fiber optics, DSL and IPTV, while the group’s discount brands appeal to price‑conscious target audiences. Furthermore, the fibre-optic specialist 1&1 Versatel is one of the leading providers of data and voice services for businesses, public authorities and institutions.

Note:

Fiscal performance indicators such as EBITDA, EBITDA margin, EBIT, EBIT margin or free cash flow are used in addition to the disclosures required by the International Fiscal Reporting Standards (IFRS) in the annual and interim fiscal statements of 1&1 AG and in ad hoc reports pursuant to Art. 17 MAR to ensure a clear and transparent presentation of 1&1 AG business development. Information about the use, definition and calculation of these performance indicators is provided on pages 61-62 of the Annual Report 2025 of 1&1 AG.