EQS-Adhoc: Leoni AG close to agreement on financial restructuring concept to secure financing - restructuring plan results in exit of existing shareholders

Leoni AG close to agreement on financial restructuring concept to secure financing - restructuring plan results in exit of existing shareholders

Nuremberg, 29 March 2023 Leoni AG (ISIN: DE0005408884 / WKN: 540888) announces that it is in advanced negotiations with its financing parties and Dipl.-Ing. Stefan Pierer as strategic investor on a financial restructuring concept and expects to reach an agreement shortly. The restructuring concept will substantially reduce the company's debt and provide fresh liquidity. In the view of the Executive Board of Leoni AG, this financial restructuring concept is the only remaining restructuring solution. Based on current planning, the implementation of the restructuring concept will secure the financing of Leoni AG until the end of 2026 and will be implemented based on the German Corporate Stabilization and Restructuring Act (Unternehmensstabilisierungs- und -restrukturierungsgesetz).

A company indirectly held by Dipl.-Ing. Stefan Pierer would, after a simplified capital reduction of Leoni AG to 0 euros, contribute 150 million euros by way of a cash capital increase with a subsequent contribution in kind in return for the issuance of new shares in Leoni AG. In addition, this company is to take over financial claims against Leoni AG in the amount of 708 million euros from its financing parties in return for a recovery instrument corresponding to an economic interest of 45%. These claims will be contributed to Leoni AG in the course of the capital increase by way of a contribution in kind. In this way, Leoni AG will be relieved of financial liabilities of 708 million euros and receive 150 million euros in new liquidity.

In the course of this capital increase, to which only the company indirectly held by Dipl.-Ing. Stefan Pierer is to be admitted, this company will become the new sole shareholder of Leoni AG and the stock exchange listing of the shares of Leoni AG will end.

As it is not predominantly likely that the capital measures envisaged in the restructuring concept will receive approval of an Annual General Meeting (approval requires at least 75% support of the share capital present) and, in addition, not all the borrower's note holders have to date formally supported the restructuring concept, Leoni AG plans to implement the restructuring concept through the means provided by the German Corporate Stabilization and Restructuring Act. Due to the state of negotiations with all syndicate banks and a sufficient number of borrower's note holders, the required majorities can already be considered secured. However, the consent of the guarantors (the states of North Rhine-Westphalia, Lower Saxony, Bavaria and the German federal government) is still outstanding, without which the entire restructuring cannot be implemented.

Since without implementation of the restructuring concept losses would be incurred which would consume the capital stock of Leoni AG, the Executive Board of Leoni AG will convene a shareholders' meeting in accordance with section 92 of the German Stock Corporation Act (AktG) at short notice. As a preventive measure, the Executive Board will notify this AGM of losses amounting to more than half of the capital stock.

Since the preparation, auditing and publication of annual and consolidated financial statements will only be possible once the implementation of the restructuring concept has been secured, the publication of the annual and consolidated financial statements for 2022 will be delayed and can only happen after the implementation of the restructuring concept.
Media contact
LEONI AG
Gregor le Claire
Corporate Press Officer
Phone: +49 911 2023-226
E-mail: gregor.leclaire@leoni.com

Investor contact
LEONI AG
Rolf Becker
Senior Manager Investor Relations
Phone: +49 911 2023-134
E-mail: rolf.becker@leoni.com