Lenzing AG: Lenzing Aktiengesellschaft successfully completes capital increase

Lenzing: Lenzing Aktiengesellschaft successfully completes capital increase

• A total of 12,068,180 new shares will be issued with gross proceeds of approximately EUR 400.2 million
• 12,009,820 new shares (equivalent to a subscription rights exercise ratio of 99.52%) were subscribed for in the rights offering, while the remaining 58,360 new shares were placed in the international private placement
• The placement price in the international private placement is equal to EUR 46.25 per new share

Lenzing – Lenzing Aktiengesellschaft (“Lenzing” or the “Company”) has successfully completed its capital increase against contribution in cash with subscription rights for existing shareholders announced on June 16, 2023 (the “Offering”). A total of 12,068,180 new no-par value bearer shares with an entitlement to dividends as of 1 January 2023 (the “New Shares”) were offered to existing shareholders at a subscription price of EUR 33.10 per New Share (the “Subscription Price”) by way of a rights offering (the “Rights Offering”). At the end of the subscription period, 12,009,820 New Shares were subscribed for in the Rights Offering through the exercise of subscription rights, including 6,305,315 New Shares subscribed for by B&C Group. The remaining 58,360 New Shares for which no subscription rights were exercised during the Rights Offering have been successfully placed with institutional investors in a private placement (the “International Private Placement”) at a placement price of EUR 46.25 per New Share, which is the same as the closing price on the Vienna Stock Exchange on July 5, 2023.

“We have been able to hold very constructive and promising discussions with numerous investors during our roadshow in recent weeks. We have received a wealth of positive feedback from investors, as the market clearly recognizes the strong position we hold in addressing the megatrends of sustainability and the circular economy. Furthermore, it was clearly communicated to us by investors that this capital increase was interpreted as a measure with foresight to strengthen our equity position. Based on this backing, we are now ready to work even harder to successfully implement our strategy,” states Stephan Sielaff, Chief Executive Officer of Lenzing.

Nico Reiner, CFO of the Lenzing Group, adds: “We consider the result of the capital increase to be a success and the clear approval of the shareholders as a mandate for our future actions. Timing has played a crucial role in this move. Instead of speculating about the future, we have resolutely seized the opportunity to strengthen the Lenzing Group and prepare for the many tasks that lie ahead.”

The final gross proceeds amount to approximately EUR 400.2 million and will be used to strengthen the Company’s balance sheet and liquidity position and provide additional flexibility with respect to the Company’s financing strategy, as well as support its strategic roadmap.

Settlement and delivery and trading in the Prime Market segment of the Vienna Stock Exchange of all new shares under the existing ISIN AT0000644505 is expected on July 10, 2023, conditional upon the registration of the capital increase with the companies register.

The Company as well as Lenzing’s majority shareholder, B&C KB Holding GmbH and B&C Ares Holding GmbH, have agreed to a lock-up period starting on the date of the placement agreement and expiring six months after the first day of trading of the New Shares, subject to certain exceptions.

Important Notice

These materials are not for distribution or release, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada, Japan or any other jurisdiction in which such distribution or release would be unlawful. These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan, or any other jurisdiction in which such offer or solicitation may be unlawful. The securities mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the “Securities Act”). The securities may not be offered or sold in the United States, absent registration or an exemption from the registration requirements of the Securities Act. There will be no public offer of the securities in the United States.

This communication is only being distributed to and is only directed at (i) persons who are outside the United Kingdom or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). The securities described herein are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

This publication does not constitute an offer to sell or the solicitation of an offer to purchase shares of the Company. The shares offered in connection with the public offering have already been placed.

In any EEA Member State other than Austria, this communication is only addressed to and is only directed at “qualified investors” in that Member State within the meaning of Article 2(e) of Regulation (EU) 2017/1129.

Stabilisation / EU Regulation 2014/596 / EU Regulation 2016/1052 / Austrian law.

This announcement does not constitute an offer to purchase securities or solicitation of an offer to purchase securities in any jurisdiction.

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