DGAP-News: Schaltbau Holding AG

CORPORATE NEWS
Issued by Schaltbau Holding AG, Munich, Germany
German SIN 717030 - ISIN DE0007170300

Schaltbau successfully completes capital increase

• Very high interest from existing and new investors - more than 4x oversubscription of shares not taken up by existing shareholders proportionate to their existing shareholdings
• Net proceeds of around EUR 46 million provide significant financial headroom
• Management remains committed to restructuring and repositioning programme

Munich (Germany), 15 February 2018. Schaltbau Holding AG is about to complete its capital increase resolved on 31 January 2018, for which the subscription period ran from 1 to 14 February 2018. The approximately 2.2 million new shares offered ("New Shares") were requested to a large extent by existing shareholders at the subscription price of EUR 22.00; in total, around 82% of the New Shares were taken up by existing shareholders proportionate to their existing shareholdings. The remaining shares were more than 4 times oversubscribed and had already been fully placed with investors before and during the subscription period, resulting in gross proceeds from the capital increase of around EUR 49 million.

Dr. Bertram Stausberg, Spokesman of the Executive Board, stated, "The remarkably high interest of investors in Schaltbau shares strengthens our confidence in the restructuring programme put in place for the Company. With the proceeds from the capital increase, we will reduce Schaltbau's short and medium term debt significantly. We now have the financial freedom the Company needs to stabilize further and to gain new strength. In addition, with the placement of shares not taken up by existing shareholders we are pleased to also have attracted new shareholders with a long-term investment perspective."

Through the utilisation of existing authorised capital, Schaltbau Holding AG increases the nominal share capital of the Company by issuing 2,242,420 New Shares, from EUR 8,063,919.40 by up to EUR 2,735,752.40 to EUR 10,799,671.80. The New Shares bear full dividend entitlement for the financial year commencing on 1 January 2017. The implementation of the capital increase is expected to be entered in the commercial register on 16 February 2018. The admission to trading of the New Shares on the regulated market segment (regulierter Markt) of the Frankfurt Stock Exchange (Frankfurter Wertpapierbörse) with simultaneous admission to the sub-segment thereof with additional post-admission obligations (Prime Standard) as well as on the regulated market segment (regulierter Markt) of the Munich Stock Exchange (Börse München) is also expected to be granted on or around 16 February 2018. Trading is expected to commence presumably on 19 February 2018, the same day on which the New Shares are planned to be delivered. The New Shares will be included in the existing quotation of the Company's shares.

The net proceeds from the capital increase of about EUR 46 million will be used in particular to redeem the EUR 25 million bridge financing as well as EUR 7.5 million in bank debt, both due at the end of February. In addition, Schaltbau will reduce the utilisation of existing credit lines and hence improve the liquidity and the financial situation of the Group.

Since the beginning of 2017, with a new management team on board, Schaltbau has been driving a comprehensive restructuring and repositioning programme, after the multi-year execution of an expansion strategy that had led to massive losses in a number of activities of the Schaltbau Group.

Schaltbau holds leading market positions in its core businesses, which will be strengthened further. At the same time, the new management team pushes rigorous austerity and consistently continues the necessary restructuring of the Company. On the basis of stabilised order backlog, the management team continues to strive for better operational earnings in the financial year 2018 compared to the previous year. The reported earnings for the financial year 2017 will be significantly impacted by negative special effects already announced.

Contact
Wolfgang Güssgen
Head of Investor Relations & Corporate Communications
Schaltbau Holding AG
Hollerithstrasse 5
81829 Munich
Germany
P +49 89 93005-209
guessgen@schaltbau.de
www.schaltbau.com

About Schaltbau
With annual sales of over EUR 500 million and around 3,370 employees, the Schaltbau Group is a leading supplier of components and systems in the field of transportation technology and the capital goods industry. The companies of the Schaltbau Group supply complete level crossing systems, train formation and signal technology, door and boarding systems for buses, trains and commercial vehicles, sanitary systems and interior fittings for railway vehicles, industrial brakes for container cranes and wind turbines and also high- and low-voltage components for rolling stock as well as for other fields of application. Its innovative and future-oriented products make Schaltbau a key industrial business partner, particularly in the field of transportation technology.

Disclaimer
This announcement does not constitute an offer of securities for sale or a solicitation of an offer to purchase or subscribe securities of Schaltbau Holding AG. The offer completed on 14 February 2018 was made solely by means of, and on the basis of the published securities prospectus.

This announcement contains forward-looking statements. These statements are based on the current views, expectations and assumptions of the management of Schaltbau Holding AG and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Actual results, performance or events may differ materially from those described herein due to factors affecting Schaltbau Holding AG such as, among other things, changes in the general economic and competitive environment, capital market risks, currency exchange rate fluctuations and competition from other companies, and changes in international and national laws and regulations, in particular with respect to tax laws and regulations. Schaltbau Holding AG does not assume any obligation to update any forward-looking statements.

The information contained in this announcement is for background purposes only and does not purport to be full or complete. No reliance may be placed, for any purpose, on the information contained in this announcement or its accuracy or completeness. The information in this announcement is subject to change.

Neither the coordinating bank COMMERZBANK AG nor any of their directors, officers, employees, advisers or agents accept any responsibility or liability whatsoever for or make any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or, with limited exception, other information relating to Schaltbau Holding AG, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and independent from how it was transmitted or made available, or for any loss in any way arising from any use of this announcement or its contents or otherwise arising in connection therewith.