EQS-Adhoc: Intended private placement of shares in Steyr Motors AG by way of an accelerated bookbuilding process

Disclosure of inside information pursuant to Article 17 of Regulation (EU) No. 596/2014

NOT FOR DISTRIBUTION, PUBLICATION OR TRANSMISSION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR ANY OTHER COUNTRY WHERE SUCH DISTRIBUTION OR PUBLICATION MIGHT BE UNLAWFUL. FURTHER RESTRICTIONS APPLY. PLEASE SEE THE IMPORTANT NOTICES AT THE END OF THIS ANNOUNCEMENT.

THIS ANNOUNCEMENT IS FOR INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY JURISDICTION.
 

Intended private placement of shares in Steyr Motors AG by way of an accelerated bookbuilding process

Munich, 10 April 2025 – Mutares SE & Co. KGaA (ISIN: DE000A2NB650) ("Mutares") has decided today to place up to 1,000,000 shares in Steyr Motors AG ("Steyr"), representing around 19.2% of Steyr's share capital, by way of a private placement ("Private Placement"). In the Private Placement, the shares will be offered exclusively to qualified investors by way of an accelerated bookbuilding process. The Private Placement will be initiated immediately after publication of this announcement and may be terminated at short notice.

The Private Placement is part of Mutares' previously announced intention on 18 March 2025 to reduce its stake in Steyr to strengthen Steyr's free float.

Upon settlement of the Private Placement, Mutares will be subject to a 180-day lock-up obligation with market-standard exceptions.

Hauck Aufhäuser Investment Banking is acting as Sole Global Coordinator and Sole Bookrunner in the transaction.

IMPORTANT NOTICE:
This announcement and the information contained herein are not for distribution or publication in or into the United States of America (including its territories and possessions, the states of the United States of America and the District of Columbia) ("United States"), Canada, Australia, Japan and other countries where such distribution or publication may be unlawful. The distribution of this announcement may be subject to legal restrictions in some jurisdictions, and anyone in possession of this announcement or the information referred to herein should inform themselves about and observe any such restrictions. Failure to comply with such restrictions may constitute a violation of capital markets laws of such countries.

This announcement does not constitute an offer or part of an offer to sell or a solicitation of an offer to buy shares ("Shares") in Mutares SE & Co. KGaA ("Company") in the United States, Germany or any other jurisdiction. The Company's shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act, or in a transaction not subject to the registration requirements of the Securities Act.

The offering referred to in this announcement is directed only at persons who are resident or located in a member state of the European Economic Area and who are "qualified investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129 ("Prospectus Regulation") ("Qualified Investors"). In the United Kingdom, the placement referred to in this announcement is directed only at (i) persons who fall within Article 2(e) of the Prospectus Regulation as that regulation is constituted under national law by virtue of the European Union (Withdrawal) Act 2018 and also Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) persons who fall within Article 49(2) (a) to (d) of the Order (high net worth companies, partnerships, etc.) or (iii) persons to whom Article 49(2) (a) to (d) of the Order applies. ) or (iii) persons to whom it may otherwise lawfully be made available under the applicable securities laws (such persons together, "Relevant Persons"). No person other than Qualified Investors or Relevant Persons may refer to or rely on this announcement. Any investment or investment opportunity referred to in this announcement is available only to Qualified Investors or Relevant Persons and will be engaged in only with Qualified Investors or Relevant Persons.

This announcement does not constitute a recommendation regarding the placement. Investors should consult a professional adviser as to the suitability of the placement for the Relevant Person.

This announcement may contain certain forward-looking statements, estimates, beliefs and projections regarding the Company's future business, results of operations and financial condition ("forward-looking statements"). Forward-looking statements can be identified by terms such as "believe", "estimate", "anticipate", "expect", "intend", "will", or "should", as well as their negation and similar variations or comparable terminology. Forward-looking statements include all matters that are not historical facts. Forward-looking statements are based on the current opinions, forecasts and assumptions of the Company's management and involve significant known and unknown risks and uncertainties, and therefore actual results, performance or events may differ materially from those expressed or implied by the forward-looking statements. Forward-looking statements contained herein should not be taken as guarantees of future performance or results and are not necessarily reliable indicators of whether or not such results will be achieved. The forward-looking statements contained in this release speak only as of the date of this release. The Company will not update any information, forward-looking statements or conclusions contained in this release to reflect subsequent events or circumstances, or to correct inaccuracies that may arise after the release of this release as a result of new information, future developments or otherwise, and does not undertake any obligation to do so. The Company assumes no responsibility whatsoever for the occurrence of any forward-looking statements or assumptions contained herein.

For further information:

Mutares SE & Co. KGaA

Investor Relations

Phone +49 89 9292 7760

Email: ir@mutares.com

www.mutares.com
 

Press:

CROSS ALLIANCE communication GmbH

Susan Hoffmeister

Phone +49 89 1250 90330

Email: sh@crossalliance.de

www.crossalliance.de