BayWa negotiates with new investor to acquire Cefetra. First Dutch failed to secure financing. Offer of the second tranche of the cash capital increase with subscription rights planned in October

BayWa AG no longer assumes that the sale of Cefetra Group B.V. (“Cefetra”) will be closed with the entities of the First Dutch Group, controlled by the Dutch entrepreneur Mr. Peter Goedvolk (“First Dutch Group”), who have agreed to acquire Cefetra (see ad hoc announcement of BayWa AG dated June 10, 2025) in accordance with the purchase agreement. First Dutch Group has, in violation of its contractual duties, not timely procured financing for the purchase price to enable closing of the sale of Cefetra in accordance with the purchase agreement, even though all closing conditions stipulated in the purchase agreement have been fulfilled. BayWa AG therefore reserves the right to assert claims against Mr. Goedvolk and the First Dutch Group.

BayWa AG currently negotiates with a new group of investors, who have stated that they are willing to essentially take over the existing purchase agreement and to close the transaction on this basis. The new group of investors plans to finance the purchase price with equity capital. Regarding the refinancing of Cefetra, it is planned to take over the refinancing structure that has already been developed.The banks involved have signaled to continue to support the process constructively (subject to the necessary money laundering checks and credit decisions). The Board of Management of BayWa AG aims to close the transaction in Q4 of 2025.

The banks have further signaled to provide long-term constructive financing support for Cefetra.

The Board of Management of BayWa AG plans to publish the offer to the freefloat shareholders of the second tranche of the cash capital increase with subscription rights resolved in the restructuring plan (see ad-hoc announcement of BayWa AG dated July 1, 2025) in October.

Contact:
Josko Radeljic, BayWa AG,
Head of Investor Relations,
tel. +49 (0)89/9222-3887,
e-mail: josko.radeljic@baywa.de

Dr. Frank Herkenhoff, BayWa AG,
Head of Corporate Communications,
tel. +49 (0)89/9222-3680,
e-mail: frank.herkenhoff@baywa.de