EQS-Adhoc: BAUER Aktiengesellschaft: Executive Board supports the delisting sought by SD Thesaurus GmbH

Schrobenhausen, Germany – The Executive Board of BAUER Aktiengesellschaft (ISIN DE0005168108) has decided to support the delisting of the shares of BAUER AG from the Regulated Market of the Frankfurt Stock Exchange as sought by SD Thesaurus GmbH and the Supervisory Board of the company has approved this decision today.

For this purpose, BAUER AG and SD Thesaurus GmbH will conclude a corresponding delisting agreement. SD Thesaurus GmbH can now structure the triggered mandatory offer procedure as a delisting offer at the same time and submit an offer to the shareholders in accordance with section 39 para. 2 item 1 of the Stock Exchange Act.

The company is commited to file an application for revocation of the admission of the company's shares to trading on the Regulated Market of the Frankfurt Stock Exchange during the acceptance period of the Delisting Acquisition Offer, so that a delisting should become effective shortly after completion of the Delisting Acquisition Offer at the latest. BAUER AG will not apply for inclusion of its shares in the Open Market of a stock exchange.

The decision to delist was taken because the economic benefit of including the company's shares in the Regulated Market no longer justifies the associated expense. The regulatory framework caused by the capital market listing is increasingly restricting the company and causing significant additional costs to comply with and implement the numerous legal requirements. The withdrawal is associated with a reduction in the company's future administrative and cost expenditure.

After presentation of the offer document by SD Thesaurus GmbH, the Executive Board and the Supervisory Board will comment on this separately.

1610541  18-Apr-2023 CET/CEST