learnd SE / LU2358378979

06.09.2024 - 18:00:06

learnd SE: Release according to Article 40, Section 1 of the WpHG [the German Securities Trading Act] with the objective of Europe-wide distribution

EQS Voting Rights Announcement: learnd SE

06.09.2024 / 18:00 CET/CEST
Dissemination of a Voting Rights Announcement transmitted by EQS News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

Notification of Major Holdings

1. Details of issuer

Name:	learnd SE
Street:	5, Heienhaff
Postal code:	1736
City:	Senningerberg Luxemburg
Legal Entity Identifier (LEI):	391200CLINOY60KP3T33

2. Reason for notification

X	Acquisition/disposal of shares with voting rights
X	Acquisition/disposal of instruments
	Change of breakdown of voting rights
	Other reason:

3. Details of person subject to the notification obligation

Natural person (first name, surname): Gisbert Ruehl
Date of birth: 04 Feb 1959

4. Names of shareholder(s)
holding directly 3% or more voting rights, if different from 3.

CHEPSTOW CAPITAL GmbH

5. Date on which threshold was crossed or reached:

03 Sep 2024

6. Total positions

	% of voting rights attached to shares (total of 7.a.)	% of voting rights through instruments (total of 7.b.1 + 7.b.2)	Total of both in % (7.a. + 7.b.)	Total number of voting rights pursuant to Sec. 41 WpHG
New	9.18 %	13.08 %	22.26 %	26,269,884
Previous notification	N/A %	N/A %	N/A %	/

7. Details on total positions
a. Voting rights attached to shares (Sec. 33, 34 WpHG)

ISIN	Absolute		In %
	Direct (Sec. 33 WpHG)	Indirect (Sec. 34 WpHG)	Direct (Sec. 33 WpHG)	Indirect (Sec. 34 WpHG)
LU2358378979	0	2,412,659	0 %	9.18 %
Total	2,412,659		9.18 %

b.1. Instruments according to Sec. 38 (1) no. 1 WpHG

Type of instrument	Expiration or maturity date	Exercise or conversion period	Voting rights absolute	Voting rights in %
				%
		Total		%

b.2. Instruments according to Sec. 38 (1) no. 2 WpHG

Type of instrument	Expiration or maturity date	Exercise or conversion period	Cash or physical settlement	Voting rights absolute	Voting rights in %
Class B Warrants	18/01/2028	30 days following the consummation of the business combination.	Physical	3,436,527	13.08 %
			Total	3,436,527	13.08 %

8. Information in relation to the person subject to the notification obligation

	Person subject to the notification obligation is not controlled nor does it control any other undertaking(s) that directly or indirectly hold(s) an interest in the (underlying) issuer (1.).
X	Full chain of controlled undertakings starting with the ultimate controlling natural person or legal entity:

Name	% of voting rights (if at least 3% or more)	% of voting rights through instruments (if at least 5% or more)	Total of both (if at least 5% or more)
Gisbert Rühl	0.05% %	0.38% %	0.43% %
CHEPSTOW CAPITAL GmbH	9.13% %	12.70% %	21.83% %

9. In case of proxy voting according to Sec. 34 para. 3 WpHG
(only in case of attribution of voting rights in accordance with Sec. 34 para. 1 sent. 1 No. 6 WpHG)

Date of general meeting:
Holding total positions after general meeting (6.) after annual general meeting:

Proportion of voting rights	Proportion of instruments	Total of both
%	%	%

10. Other explanatory remarks:

Date

06 Sep 2024

06.09.2024 CET/CEST The EQS Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases.
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