Stabilus S.A. plans change of legal form from Société Anonyme (S.A.) into Societas Europaea (SE) and subsequent transfer of the registered office from Luxembourg to Germany

DGAP-News: Stabilus S.A. / Key word(s): Miscellaneous
08.03.2021 / 19:12
The issuer is solely responsible for the content of this announcement.


CORPORATE NEWS

 

Stabilus S.A. plans change of legal form from Société Anonyme (S.A.) into Societas Europaea (SE) and subsequent transfer of the registered office from Luxembourg to Germany

Luxembourg, March 8, 2021 - The Management Board and the Supervisory Board of Stabilus S.A. (ISIN: LU1066226637) today resolved to prepare the change of the legal form of the Company from Société Anonyme (S.A.) under Luxembourg law into a European Company (Societas Europaea) and a subsequent transfer of the registered office from Luxembourg to Germany. The change of legal form as well as the transfer of the registered office of the Company require the approval of the general meeting of the Company.

The intended change of the legal form into a European Company is due to the increasing international orientation of Stabilus, which has gained in importance following the acquisitions of companies in recent years. The relocation will simplify the Group's structures and thus reduce complexity, which will lead to cost savings and efficiency gains. At the same time, the transfer of the registered office means that in the future both the Group headquarters and the stock exchange listing of Stabilus will be located in Germany.

Dr. Michael Büchsner, CEO of Stabilus S.A. said: "In our long-term strategy, we have defined innovation, international expansion and operational excellence as key pillars of our future growth. In line with this objective, we would now like to set the course organizationally with the change of the legal form as well as the relocation of our headquarters to Germany. We are convinced that our shareholders will support the proposals for the conversion and the subsequent relocation of the registered office."

With regard to the transfer of the registered office, an increase of the Company's share capital from own funds by EUR 24,453,000 to EUR 24,700,000 is planned. The purpose of the capital increase from own funds is to increase the proportionate amount per share in the Company's share capital from EUR 0.01 to EUR 1.00. No new shares are to be issued as part of this capital increase.

The terms of conversion, including the Articles of Association of the future Stabilus SE and the required increase in the Company's share capital from own funds, shall be submitted for approval to an extraordinary general meeting, which is expected to take place in the fourth quarter of the 2021 calendar year. Another extraordinary general meeting, which is expected to be held in the first quarter of the 2022 calendar year following the ordinary annual general meeting is to resolve on the plan to transfer the registered office from Luxembourg to Germany, including the Articles of Association of Stabilus SE.

As a result of the change of legal form and the transfer of the registered office the legal status of the shareholders of Stabilus S.A. will in principle remain unaffected. They will hold the same number of shares in Stabilus SE as previously held in Stabilus S.A. In addition, the listing of the Company's shares in the Prime Standard of the Frankfurt Stock Exchange shall remain unaffected by the change of legal form and the transfer of the registered office.

Further information on the planned measures can be found at: www.stabilus.com/investors/se.

Investor contact:
Andreas Schröder
Tel.: +352 286 770 21
E-Mail: anschroeder@stabilus.com

Press contact:
Peter Steiner
Tel.: +49 69 794090 27
E-Mail: Peter.Steiner@charlesbarker.de
Charles Barker Corporate Communications

About Stabilus

As one of the world's leading suppliers of gas springs, damping solutions and electromechanical drives, Stabilus has for eight decades been demonstrating its expertise in the automotive industry and a variety of other sectors. Gas springs, dampers and electromechanical POWERISE drives from Stabilus optimize opening, closing, lifting, lowering and adjusting operations, and also protect against vibrations. Employing a workforce of more than six thousand worldwide, the company has its operational headquarters in Koblenz. Stabilus has reported revenues of EUR 822.1 million in the 2020 fiscal year. Stabilus has a global production network encompassing plants in eleven countries. Additionally, the Group maintains regional offices and relations to sales partners in over fifty countries in Europe, North and South America, as well as in Asia-Pacific. Stabilus S.A. is listed in the Prime Standard segment of the Frankfurt Stock Exchange and included in the SDAX index.

Important Notice

This press release may contain forward-looking statements based on current assumptions and forecasts made by Stabilus Group management and other information currently available to Stabilus. Various known and unknown risks, uncertainties and other factors could lead to material differences between the actual future results, financial situation, development or performance of the company and the estimates given here.



08.03.2021 Dissemination of a Corporate News, transmitted by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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