IT security specialist cyan AG: IPO significantly oversubscribed – issue price set at EUR 23.00 per share

IT security specialist cyan AG: IPO significantly oversubscribed – issue price set at EUR 23.00 per share

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– IT security specialist cyan AG attains placement volume of around EUR 31.7 million

– All 1,380,000 shares offered were placed, including the greenshoe option – Offered shares were 2.7 times subscribed

– Price per share is set at EUR 23.00 and is thus at the upper end of the price range of EUR20.00 to EUR23.00 per share.

– First listing on the Frankfurt Stock Exchange in the Scale segment planned for March 28, 2018

Munich / March 23, 2018. cyan AG, a leading European provider of intelligent, white labeled IT security solutions, has set the issue price for its IPO at EUR 23.00 per share. The price is thus at the upper end of the previously announced range of EUR20.00 to EUR23.00 per share. At the set placement price, the cyan AG IPO was 2.7 times subscribed.

In all, the cyan AG flotation comprises a placement of 1,200,000 shares from a capital increase, plus an additional allocation (“greenshoe option”) of a further 180,000 shares to be created from an as yet still to be exercised capital increase from the company’s approved capital. All 1,380,000 of the shares offered to investors have been placed. The total placement volume, inclusive of the greenshoe option, thus amounts to some EUR 31.7 million.

Peter Arnoth, CEO of cyan, said: “Cyan is a highly innovative company with significant growth potential. We are convinced that we will revolutionize the market for mobile security solutions with our disruptive business model. As a result of going public, we will significantly accelerate our growth and boost our visibility on the market. Our focus is on the security of digital devices. We thus benefit from the megatrend of digitalization and the growing demand for security by end users underlined by a well-filled project pipeline.”

Michael Sieghart, CFO of cyan AG, added: “We are pleased that the positive investor feedback during discussions in recent weeks culminated in a very successful entry in the capital market. The use of digital devices and mobile data volume are rapidly increasing worldwide. Moreover, sensitive applications such as online banking, shopping and confidential communication are increasingly being carried out via mobile devices, and this necessitates innovative security solutions. The placement price at the upper end of the price range shows that investors share our assessment of the positive growth prospects of cyan.”

Direct integration into data centers without any investment or operating costs being incurred by business partners

For business partners, no costs are incurred when implementing cyan’s products (no CAPEX, no OPEX). With no investments necessary for them, they can offer their customers first-class security solutions. cyan’s solutions are generally integrated into the data centers of the business partner and are thus easily scalable. B2B business partners participate directly in earnings (“revenue share model”), allowing them to generate significant additional revenues. As the solutions provided by cyan are “white labeled”, they also have a positive effect on the brands of business partners. Among the business partners of cyan are renowned and globally active mobile network operators and fixed line internet service providers (MNO, ISP), mobile virtual network operators (MVNO), the insurance and financial services sector and government institutions, serving millions of end users.

End users, through the direct integration in their already existing contractual relationship or app, enjoy very easy handling and booking (“one-click solution”) combined with attractively priced and high-quality security solutions for their mobile devices that can, for example, be billed by mobile network operators via their mobile phone contract. This includes, for example, real-time protection from phishing, malware, viruses and trojans, as well as identity theft.

The proceeds from the IPO will primarily serve to finance the full acquisition of Cyan Security Group GmbH, which acts as a holding for the operational units of the cyan Group, and in which cyan AG currently owns a stake of 51 per cent. Additionally, the proceeds from the share offering shall also be used to realize organic and external growth potentials designed to strengthen the competitive position of cyan AG in the European market.

Trading in the total of 8,394,923 cyan AG shares is expected to commence on the Frankfurt Stock Exchange’s Scale segment on March 28, 2018. Shares have been assigned ISIN DE000A2E4SV8 and German securities identification code (WKN) A2E4SV.

Hauck & Aufhäuser Privatbankiers Aktiengesellschaft and MAINFIRST BANK AG are acting as joint IPO bookrunners.

Allocation rules for the public purchase offer to private investors

Due to the oversubscription of the offer, not all purchase offers from private investors could be considered as part of the allocation.

The public offerings submitted via the Direct Place subscription functionality of the Frankfurt Stock Exchange (the “Subscription Functionality”) were handled according to the following allocation key: Only offers which were submitted at the final offer price of EUR 23.00 per share were allocated; subscription orders under 40 shares were not allocated; subscription orders of more than 40 shares were allocated 40 per cent of the respective subscription volume (at least 40 shares and maximum 500 shares), whereby rounding was used.

Following allocation, investors receive a separate securities settlement note from their depositary bank. Investors can also receive additional information on the shares allocated to them from their depositary bank. The principles for the allocation of share issues to private investors, which were published by the exchange expert commission at the German Federal Ministry of Finance on 7 June 2000, were adhered to, and the allocation for subscription offerings via the Subscription Functionality was carried out according to uniform criteria.

Preferential allocation to board members of cyan AG or their relatives, to employees or to business partners of cyan AG did not occur.

About cyan AG

cyan is a leading European provider of intelligent, white labeled IT security solutions with more than 25 years of experience in the area of IT security. cyan’s holding company is based in Munich, Germany. The main business areas of the company are mobile security solutions for the end customers of mobile network operators and fixed line internet service providers (MNO, ISP), mobile virtual network operators (MVNO), the insurance and financial services sector and government institutions. cyan’s solutions can easily be integrated into the existing infrastructure of business partners and introduced to the market via a revenue share model. In addition, data protection is assured through full integration into the customer’s own network environment. Further information is available at www.cyansecurity.com.

cyan operates its own research and development center and maintains close links to universities, international research institutes, security organizations, financial institutions and social organizations. This close collaboration ensures the early recognition of trends and technical developments for integration into cyan’s products.

Further information is available at www.cyansecurity.com

Press Contact

Charles Barker Corporate Communications GmbH

Tobias Eberle / Thomas Katzensteiner

Tel. +49 69 79 40 90 24 /+49 69 79 40 90 25

[email protected]

[email protected]

Investor Contact

cyan AG

Michael Sieghart, CFO

Tel. +43 (1) 33 66 9110

[email protected]

Important Notice

This announcement does not contain or constitute an offer to sell nor a solicitation to buy or subscribe for securities.

This announcement is not a prospectus. Potential investors should not purchase or subscribe for any securities referred to in this announcement except on the basis of the information contained in the prospectus to be issued by the Company in connection with the public offering of such securities (including any supplements thereto). Copies of such prospectus will, following approval by the German federal financial supervisory agency (Bundesanstalt für Finanzdienstleistungsaufsicht – BaFin) and publication, be available free of charge at the offices of cyan AG, Munich, Germany, as well as, for viewing in electronic form, on the websites of the Frankfurt Stock Exchange (http://www.boerse-frankfurt.de) and the Company.

This announcement is not an offer of securities for sale in the United States of America (the “United States”). Securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Any public offering of securities to be made in the United States would be made by means of a prospectus that could be obtained from the Company and that would contain detailed information about the Company and its management, as well as the financial statements of the Company. There will be no public offer of the securities in the United States.

In the United Kingdom, this information is directed at and/or for distribution only to (i) investment professionals falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”), or (ii) high net worth companies falling within article 49(2)(a) to (d) of the Order (all such persons are collectively referred to herein as “relevant persons”). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this information or any of its contents.

Subject to certain exceptions under the Securities Act, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan.

Some of the information in this announcement may contain projections or other forward-looking statements regarding future events or the future financial performance of the Company. You can identify forward looking statements by terms such as “expect,” “believe,” “anticipate,” “estimate,” “intend,” “will,” “could,” “may” or “might,” or, in each case, the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially. We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with our industry, as well as many other risks specifically related to the Company and its operations.