Extraordinary General Meeting of thyssenkrupp AG approves spin-off of TKMS

• A new, independent systems provider for the maritime defense market to be established
• TKMS is well positioned for an independent setup, with a strong order backlog, increasing revenues, and stable earnings development.
• Shareholders will benefit from growth and value creation.
• Independence will promote flexibility and innovative strength at TKMS.
• New perspectives for employees at industrial sites in Germany.
• thyssenkrupp AG to remain the strategic majority shareholder with a 51 percent stake.
• The transaction is an important step in the strategic realignment of the thyssenkrupp Group.
• Siegfried Russwurm: “Becoming independent gives TKMS the entrepreneurial freedom it needs to further develop technological excellence and make a substantial contribution to national and alliance defense.”

At today's Extraordinary General Meeting, the shareholders of thyssenkrupp AG approved the spin-off of its marine business, TKMS. This decision lays the foundation for a new, publicly listed systems provider in the maritime defense market. As part of the transaction, 49 percent of the shares in the new TKMS AG & Co. KGaA will be directly transferred to shareholders. thyssenkrupp AG will retain a 51 percent majority stake, thereby ensuring the strategic steering and stability of TKMS. This model combines the advantages of independent development with those of a strong anchor shareholder.

As part of the spin-off, shareholders will receive one share in the new TKMS AG & Co. KGaA for every 20 shares held in thyssenkrupp AG. The allocation will be proportional, meaning that the stake in the spun-off minority shareholding in TKMS corresponds to the previous stake in thyssenkrupp AG. The listing of TKMS AG & Co. KGaA on the Prime Standard segment of the Frankfurt Stock Exchange is planned for the current calendar year.

Prof. Dr.-Ing. Siegfried Russwurm, Chairman of the Supervisory Board of thyssenkrupp AG:
“Against the backdrop of the current security situation in Europe and around the world, it is crucial that Germany and its partners can rely on capable, innovative companies such as TKMS. Becoming independent gives TKMS the entrepreneurial freedom it needs to further develop technological excellence and make a substantial contribution to national and alliance defense. At the same time, this strengthens the security policy capabilities of Germany and Europe.”

A central element of the new structure is TKMS’s direct access to the capital market. This will enable TKMS to independently finance growth, develop new technologies, and pursue targeted partnerships or acquisitions.

Miguel López, CEO of thyssenkrupp AG:
“With entrepreneurial independence, TKMS gains the freedom to drive innovation more rapidly, invest in a targeted manner, and respond flexibly to customer and market requirements. The agility and accountability of an independent company enable TKMS to take advantage of market opportunities more consistently and compete sustainably on an international level.” López added that the stock market listing would also increase TKMS’s visibility and valuation transparency, providing shareholders with attractive new investment opportunities. The new structure also facilitates targeted engagement with partners and provides a solid foundation for potential mergers within the fragmented European defense industry.

Potential for greater stability and future growth

For the approximately 8,300 TKMS employees, independence opens up additional stability and growth prospects. The expansion of the maritime defense industry and demand for complex system solutions are expected to strengthen and secure jobs in Germany over the long term.

TKMS is in an excellent economic position and has a solid foundation for independent development. The order backlog has grown significantly in recent years and currently exceeds 18 billion euros. Recent major orders include several submarine projects for European and international navies, as well as the construction of the research vessel Polarstern II. Targeted investments, structural optimization, and the integration of key technology competencies – such as through the acquisition of Atlas Elektronik – have enhanced operational performance. Project lead times have been shortened, margins improved, and overall performance increased. The robust, cash-generating business model ensures stability and planning reliability for both the thyssenkrupp Group and the future shareholders of the independent TKMS AG & Co. KGaA.

In addition, TKMS is making targeted investments in innovative technologies, such as autonomous systems and digitalization, and is thus well positioned to meet future requirements in the maritime defense market.

The independence of TKMS marks a key milestone in the strategic realignment of thyssenkrupp AG. With the spin-off of a 49 percent minority stake, thyssenkrupp is pursuing the goal of transforming itself from a broadly positioned industrial conglomerate into a focused, strategically managed holding company. In the future, thyssenkrupp AG will act as a streamlined management holding company, under whose umbrella independent and entrepreneurially responsible holdings are united.

The results of the votes on individual agenda items and resolutions of the Extraordinary General Meeting can be found here: Annual General Meeting