EQS-Adhoc: VARTA AG: VARTA AG expects the capital measures to take effect in the short term, leading to the cancellation of the existing shares and to a delisting

VARTA AG, Ellwangen, ISIN: DE000A0TGJ55

Publication of inside information in accordance with Article 17 of Regulation (EU) No. 596/2014

VARTA AG expects the capital measures to take effect in the short term, leading to the cancellation of the existing shares and to a delisting.

Ellwangen, March 5, 2025.  VARTA AG (“Company”) expects that the simplified reduction of the Company's share capital to EUR 0 and a simultaneous cash and non-cash capital increase with the exclusion of subscription rights (collectively, “capital measures”), as provided for in the legally binding restructuring plan for the financial restructuring, will take effect in the short term upon entry in the commercial register.

The management board, with the consent of the supervisory board, has decided to implement the capital reduction and the simultaneous capital increase. As provided in the restructuring plan, the shares issued in return for cash and non-cash contributions as part of the re-increase of the share capital are being subscribed to solely by a company controlled by the Company's current indirect majority shareholder Dr. Dr. Michael Tojner (“MT InvestCo”), an investment company of Dr. Ing. h.c. F. Porsche AG (“Porsche”) and a company indirectly held by MT InvestCo and Porsche (“MidCo”).

The entry of the share capital reduction to EUR 0 will result in the previous shareholders of the Company being eliminated without compensation due to the cancellation of the VARTA shares currently issued (“existing shares”) and the termination of the current shares' stock exchange listing (delisting). The existing shares will be written off by the custodian institutions and Clearstream Banking AG in the days following the entry of the capital reduction in the commercial register.

After the entry of the capital measures in the commercial register, the Company will promptly create the conditions for the disbursement of the new EUR 60 million super senior loan. Prior to this, MT InvestCo and Porsche will provide the Company with cash funds of approximately EUR 40 million as a contribution to the capital reserve, and the transfer of shares in real estate companies with a value of approximately EUR 20 million to the Company by MT InvestCo will take effect.

The measures implemented as part of the restructuring will establish sustainable financing for the Company and make it fit for the future.