Ludwig Beck am Rathauseck-Textilhaus Feldmeier AG: Conclusion of a delisting agreement with Bayerische Gewerbebau AG

 

Ad-hoc notification pursuant to section 17 MAR (Market Abuse Regulation)

LUDWIG BECK am Rathauseck – Textilhaus Feldmeier AG

- Security identification code (WKN): 519 990 -

 

Ludwig Beck am Rathauseck – Textilhaus Feldmeier Aktiengesellschaft (ISIN: DE0005199905) – Conclusion of a delisting agreement with Bayerische Gewerbebau AG

Munich, June 17, 2026 – Ludwig Beck am Rathauseck – Textilhaus Feldmeier Aktiengesellschaft ("Company"), whose shares are admitted to trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange and on the regulated market of the Munich Stock Exchange, today entered into a delisting agreement with its majority shareholder, Bayerische Gewerbebau AG, Grasbrunn, which, upon the closing of the share purchase agreement concluded on 29 May 2026, will hold a total of approximately 78.17 % of the shares in the Company, both directly and via the shares held by its subsidiary, BG Heppenheim Grundstücks GmbH, Munich. On the basis of the delisting agreement, following the publication of a public delisting acquisition offer by Bayerische Gewerbebau AG, the Company is to file an application to revoke the admission of Ludwig Beck's shares to trading on the regulated market and, at the same time, the admission to the segment of the regulated market with additional continuing obligations (Prime Standard) of the Frankfurt Stock Exchange as well as the admission to trading on the regulated market of the Munich Stock Exchange. In addition, the Company will take all reasonable steps to delist the shares from the Open Market, provided that they were included on the Open Market following an application by the Company.

In the delisting agreement, Bayerische Gewerbebau AG has undertaken to treat the mandatory offer to the Company's shareholders – which is required in accordance with the provisions of the German Securities Acquisition and Takeover Act (WpÜG) – to be structured as a delisting acquisition offer pursuant to section 39 (2), sentence 2, no. 1 and (3) German Stock Exchange Act (BörsG). The mandatory and delisting acquisition offer will therefore satisfy, at a minimum, both the requirements of the German Securities Acquisition and Takeover Act (WpÜG) for a mandatory acquisition offer within the meaning of section 35 (2) German Securities Acquisition and Takeover Act (WpÜG) in conjunction with the German Securities Acquisition and Takeover Act (WpÜG) Offer Regulation and the requirements of the German Stock Exchange Act (BörsG) for a delisting-related settlement offer. In particular, pursuant to section 39 (3), sentence 1 German Stock Exchange Act (BörsG), the offer may not be subject to any conditions. Furthermore, the consideration in the offer must at least satisfy the requirements of section 39 (3) German Stock Exchange Act (BörsG).

After weighing all the circumstances, the Company's Management Board believes that entering into the delisting agreement and proceeding with the delisting are in the Company's best interest. In view of this, the Company has undertaken, subject to a review of the offer document and the consideration being offered and in accordance with its legal obligations, to support the delisting acquisition offer. The Company's Management Board and Supervisory Board will issue a reasoned statement in accordance with section 27 German Securities Acquisition and Takeover Act (WpÜG) without undue delay following publication of the offer document.

The delisting agreement provides that the revocation of the admission of Ludwig Beck's shares to trading on the regulated market will not take effect until the acceptance period for the mandatory and delisting acquisition offer has expired. The Management Boards of the Frankfurt Stock Exchange and of the Munich Stock Exchange will decide on each application to revoke the listing of Ludwig Beck's shares. Once the revocation of the Company's two stock exchange listings takes effect, the Company's shares will no longer be admitted to trading or be traded on a domestic regulated market or a comparable market abroad.

 

Contact Investor Relations:
LUDWIG BECK AG
A. Deubel
t: +49 89 23691-745
ir@ludwigbeck.de