[Convenience translation]
Korneuburg, Septmeber 1, 2025 - Marinomed Biotech AG (the "Company") announces that it has reached a basic agreement with an investor based in Germany on the key terms of an intended issue of convertible bonds to be secured by selected receivables and patents in a nominal value of EUR 2,500,000 and a term of 12 months (extendable to 24 months), which are to be subscribed exclusively by the investor (subject to the exclusion of existing shareholders' subscription rights). The convertible bond shall bear interest at 8.5%, with interest payable at maturity and not being subject to any conversion rights. The convertible bond shall provide for a conversion right into shares of the Company at a conversion price of EUR 15 per share (corresponding to a conversion right in up to 166,666 shares of the Company). The convertible bond is intended to be issued in September 2025 and is inter alia subject to the suspensive condition of the required resolutions of an extraordinary shareholders meeting of the Company to be convoked at short notice. The extraordinary shareholders meeting shall in particular resolve on the authorization of the management board to issue the convertible bond subject to the supervisory board's consent, on the exclusion of shareholders' subscription rights as well as a new conditional capital for underlying the conversion claims under the convertible bond. In the event of conversion of the convertible bond, it is intended to convert the shares from the Company's conditional capital to be resolved. Marinomed is also evaluating further financing options.
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