DGAP-News

Schaltbau Holding AG: Executive Board and Supervisory Board recommend shareholders to accept Carlyle delisting offer - Seite 2

As in their Reasoned Statement on the voluntary public takeover offer, the Executive Board and the Supervisory Board emphasise in their Reasoned Statement on the delisting offer that the strategic partnership with Carlyle will enable Schaltbau Holding AG to continue implementing its long-term growth and investment strategy. Furthermore, in a delisting agreement, Voltage BidCo GmbH again stated that it would retain the structure, locations, employment and operating conditions and safeguard jobs.

Cutting costs and concentration on operating business

With its current share of around 78% of Schaltbau shares, Voltage BidCo GmbH (Carlyle) is the majority shareholder of the Schaltbau Group. In principle, Carlyle is also offering the Schaltbau Group excellent financing options for its future capital requirements for planned growth over and above the financing commitments contained in the investor agreement. The planned delisting of Schaltbau Holding AG means considerable cost savings for the Company and frees up management capacities for operational business and the planned growth of the Group, which have been bound by the stringent regulatory requirements of a listed company. For this reason, Schaltbau Holding AG will soon apply to delist its shares on the regulated market (Prime Standard) of the Frankfurt Stock Exchange and the regulated market of the Munich Stock Exchange. The listing of the 2021/2022 convertible bonds on the Open Market of the Frankfurt Stock Exchange was terminated on 26 October 2021, as more than 98% of the convertible bonds had already been converted into shares.

Acceptance period for delisting offer ends on 14 December 2021

The acceptance period for the delisting offer commenced with the publication of the offer document on 16 November 2021 and ends at midnight on 14 December 2021 (local time Frankfurt am Main) / 6 p.m. (local time New York).

The joint Reasoned Statement of the Executive Board and the Supervisory Board of Schaltbau Holding AG will be published online at: https://ir.schaltbaugroup.com in the "Investor Relations" section in a binding German version and as a non-binding translation in English. The Reasoned Statement will also be made available free of charge at Schaltbau at the following address: Hollerithstr. 5, 81829 Munich (tel: [phone]; fax: [phone]; e-mail: [e-mail]).