EQS-Adhoc: aap Implantate AG: Rights issue from authorized capital and intended capital increase against contributions in kind

aap Implantate AG: Rights issue from authorized capital and intended capital increase against contributions in kind

Berlin, November 2, 2026 – The Management Board of aap Implantate AG (“aap” or the “Company”) today resolved, with the approval of the Supervisory Board, to carry out a capital increase against cash contributions with subscription and oversubscription rights for the Company’s shareholders from Authorized Capital 2024/I. In this context, the share capital of aap is to be increased from currently EUR 14,716,976.00 by up to EUR 1,486,563.00 through the issuance of up to 1,486,563 new no-par value bearer shares to up to EUR 16,203,539.00. The new shares are to be offered to the Company’s shareholders at a subscription ratio of 9.9 to 1 and at a subscription price of EUR 1.35 per new share. The new shares will carry dividend rights from 1 January 2026. Subscription rights for fractional amounts will be excluded.

The proceeds from the transaction are intended to be used to strengthen the liquidity position of aap.

The new shares will be offered to the shareholders of aap for subscription by way of an indirect subscription right during a subscription period. The subscription period is expected to commence on 6 November 2026 at 0:00 CET and to end on 20 November 2026 at 24:00 CET. No trading in subscription rights will be arranged, and any subscription rights not exercised will expire without value. In addition, all shareholders of the Company will have the option to participate in the capital increase beyond the exercise of their subscription rights by way of oversubscription. These oversubscription rights must also be exercised within the subscription period. New shares not subscribed for as part of the rights offering are to be offered to investors by way of a private placement at a price at least equal to the subscription price per new share.

In order to further strengthen the Company’s equity base, the Management Board also intends, with the approval of the Supervisory Board and by making further partial use of Authorized Capital 2024/I or Authorized Capital 2026/I, to increase the Company’s share capital by up to EUR 1,350,000.00 (approximately 9% of the currently existing share capital) against contributions in kind and excluding shareholders’ subscription rights. The contribution in kind is intended to comprise shareholder loans granted to the Company with a nominal amount of EUR 1,700,000.00, which are to be contributed to the Company by way of a debt-to-equity swap in exchange for the issuance of up to a further 1,350,000 new shares. The implementation of the capital increase against contributions in kind requires an audit of the contribution in kind by a court-appointed auditor.

The capital increase against contributions in kind is intended to strengthen the balance sheet structure of aap by increasing equity while simultaneously eliminating the loan liabilities and will result in a reduction of the Company’s interest expense associated with the shareholder loans.

Contact:

For queries, please contact:
aap Implantate AG; R. Di Girolamo; Chairman of the Management Board / CEO; Lorenzweg 5; D-12099 Berlin
Tel.: +49/30/750 19 – 170; Fax: +49/30/750 19 – 290; r.digirolamo@aap.de

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