Ashurst advises on rights offering with prospectus in BayWa AG restructuring

Ashurst advised Baader Bank Aktiengesellschaft, in its capacity as Sole Global Coordinator, and Jones Day acted as issuer's counsel to BayWa AG. The transaction comprised the successful implementation of the second tranche of a restructuring capital increase. The second tranche was executed as a rights offering with a securities prospectus and was completed today. During the subscription period from 28 October 2025 through 10 November 2025 inclusive, a total of 27,460,578 no-par value bearer ordinary shares (New Shares) were offered at a subscription ratio of 1:2—i.e., for each existing share two New Shares could be subscribed—at a subscription price of EUR 2.79 per New Share. Following completion of the second tranche, total gross proceeds from both tranches, including the rump placement, amount to approximately EUR 179 million. A pre-agreed backstop commitment from anchor shareholders was not required due to strong investor demand. The first trading day of the New Shares from both tranches—64,199,046 New Shares in total—on the Regulated Market (Prime Standard) of the Frankfurt Stock Exchange and the regulated market segment of the Munich Stock Exchange took place today. Baader Bank Aktiengesellschaft acted as Sole Global Coordinator for the transaction. Ashurst represented Baader Bank Aktiengesellschaft, as Sole Global Coordinator, with a team composed by: Matthias von Oppen (Partner, Frankfurt Corporate Transactions), Gerrit Clasen (Senior Counsel, Corporate Transactions), Christoph Tornau (Associate, Corporate Transactions) and Dennis Stottmann (Associate, Corporate Transactions). In the area of restructuring, Dr. Karsten Raupach and Dr. Franziska Kramer advised. The US Securities practice was advised by Jeffrey Johnson. Jones Day represented BayWa AG as issuer's counsel. Baader Bank in-house legal department represented Baader Bank Aktiengesellschaft with a team composed by: Mark Oesterwinter and Viktor Maier.

Ashurst advises on rights offering with prospectus in BayWa AG restructuring

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