Solarpark Blautal GmbH sells its majority stake in centrotherm international AG to the investment company ARDIAN

Solarpark Blautal GmbH (“Solarpark”) has notified centrotherm international AG (ISIN: DE000A1TNMM9 and DE000A1TNMN7; “Company”) that it has today signed a share purchase agreement with Perle 49. Aktiengesellschaft, a company controlled by funds managed and/or advised by the investment company ARDIAN, for its entire stake in the Company, amounting to approximately 90% of the share capital and voting rights (“Transaction”). As part of the Transaction, Solarpark will indirectly acquire an approximately 39.5% stake in the future majority shareholder. According to Solarpark, the completion of the Transaction is subject to antitrust approval and other customary market conditions. Solarpark anticipates the Transaction will close in December 2025 or January 2026. The purchase price agreed upon in the Transaction includes a premium on the Company's current share price.

In this context, the company points out that its shares are not admitted to trading on an organized market within the meaning of Section 1 Paragraph 1 of the German Securities Acquisition and Takeover Act (“WpÜG”) and are therefore not subject to the scope of the WpÜG (or the WpÜG Offer Regulation). The future majority shareholder is therefore not obligated to submit a (mandatory) offer to outside shareholders of the company to acquire their shares at the purchase price agreed upon in the transaction or against any other minimum consideration.

Following the completion of the transaction, the company intends to terminate the inclusion of its shares in the open market on the Frankfurt Stock Exchange (Basic Board) (delisting). After completion of the transaction, the future majority shareholder may demand the exclusion of the minority shareholders of the company pursuant to Section 62 Paragraph 5 of the German Transformation Act (UmwG) (so-called merger-related squeeze-out).

Communicating person:

Nathalie Albrecht
Manager Public & Investor Relations
T: +49 7344 918-6304
E-Mail: investor@centrotherm.de

Additional information:

centrotherm international AG
Württemberger Str. 31
89143 Blaubeuren
Germany
Website: www.centrotherm.world

ISIN: DE000A1TNMM9 (bearer shares); DE000A1TNMN7 (unlisted shares from the non-cash capital increase)
Inclusion: Open Market (Basic Board), Frankfurt Stock ExchangeStock Exchange Corporate domicile: Germany