DGAP-Adhoc: VAPIANO SE: Substantial decrease in net sales and results due to COVID-19 crisis, additional temporary liquidity needs, expected loss of half of the share capital

Vapiano SE: Substantial decrease in net sales and results due to COVID-19 crisis, additional temporary liquidity needs, expected loss of half of the share capital

Cologne, March 16, 2020 - Vapiano SE (ISIN: DE000A0WMNK9, "Vapiano" or "Company"), due to the current COVID-19 crisis affecting all of Vapiano's core markets, is currently facing a substantial decrease of net sales of approximately 20 % (Q1 2020 compared to the same period last year). Moreover, almost all restaurants in Austria, Netherlands, Luxemburg, France and the United States of America on official order by the local authorities have been closed temporarily until further notice. The Company expects similar orders by the local authorities for many restaurants in Germany.

As a consequence, the Company expects a significant decrease of adjusted EBTIDA, Group net income in the first and second quarter of 2020 which, therefore, will be substantially lower than in the respective same periods last year. Moreover, the COVID-19 crisis leads to a further need for liquidity in the short term of currently at least 13.6 million Euro. This is in addition to a liquidity need of 10.7 million Euro which has already been identified previously (cf. below) This additional liquidity need due to COVID-19 does not yet include the impact of the closure in France and further closures announced since March 15th 2020 and, thus, is expected to increase further.

Vapiano has already initiated mitigating measures but, regarding liquidity needs, is depending on supporting COVID-19 crisis measures available from the different governments in Europe, which the Company is preparing to apply for, e.g. in Germany via KfW. Moreover, Vapiano will apply for short term work and deferral of tax payments.

Prior to the COVID-19 crisis and its effects, Vapiano had already aligned with its major shareholders and financing banks on the key principles of a new and comprehensive financing solution to cover liquidity needs of at such time approximately 10.7 million Euro in order to foster the Company's ongoing transformation. This financing solution comprises the following principles: Vapiano shall receive additional liquidity facilities to be provided by its major shareholders VAP Leipzig GmbH & Co. KG and Exchange Bio GmbH as well as the financing banks, the latter shall also agree to a covenant reset under the current loan agreement. Mayfair Beteiligungsfonds II GmbH & Co. KG ("Mayfair"), is expected to decide to transfer its shares in the company to an experienced restructuring expert and trustee, subject to BaFin granting an exemption from a mandatory takeover offer, who shall continue to support Vapiano's ongoing transformation and shall be instructed to hold the shares and may at a later point in time either transfer them to Mayfair after a successful transformation of the company or initiate a sales process. Mayfair's representatives on the Vapiano supervisory board shall retire from their roles in the near-term. The finalization of the negotiations and implementation of this comprehensive financing solution, due to the current COVID-19 effects, is now subject to the granting of supporting COVID-19 crisis governmental measures.

Furthermore, Vapiano expects a loss amounting to half of the share capital pursuant to Section 92 (1) of the German Stock Corporation Act in the coming weeks. As soon as this actual loss will be ascertained, the Management Board will convene the General Meeting without undue delay and notify the shareholders of this fact.

Lutz Scharpe, Finanzvorstand Vapiano SE