BOOSTER Precision Components GmbH / NO0012713520

Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014   NOT FOR DISTRIBUTION, PUBLICATION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, INTO OR IN THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, JAPAN OR ANY OTHER COUNTRY IN WHICH SUCH DISTRIBUTION OR PUBLICATION MAY BE UNLAWFUL. FURTHER RESTRICTIONS APPLY. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.  
BOOSTER Precision Components Holding GmbH considers issuing bonds with an initial issue amount of up to EUR 46 million and announces a change of control event under its existing bonds Schwanewede, 12 November 2025 – The management of BOOSTER Precision Components Holding GmbH (the "Company") decided today to consider the issuance of new senior secured floating rate corporate bonds with an initial issue amount of up to EUR 46 million (the "New Bonds"). Pareto Securities AS, Frankfurt Branch ("Manager"), has been mandated to arrange a series of meetings with potential investors commencing 13 November 2025. The New Bonds are intended to have a term of four (4) years and will be governed by Swedish law. The minimum subscription and allocation amount will be EUR 100,000.00. The net proceeds from the placement of the New Bonds will be used to refinance the Company's existing senior secured bonds with an outstanding amount of EUR 41.5 million with maturity on 28 November 2026 (ISIN:  NO0012713520) (the "Existing Bonds"), including any applicable call premium and accrued but unpaid interest. The Company will make the final decision on the issue of the New Bonds based on debt capital market conditions and the outcome of investor meetings. The Company will inform the capital market and the public about the progress of the transaction in accordance with legal requirements. The Company hereby also announces that its main shareholder, Halder Germany II GmbH & Co. KG ("Shareholder"), has informed the Company today that its general partner, CAP4CAP GmbH & Co KG, has been replaced by CAP2CAP Administration GmbH ("CAP2CAP") ("Replacement"). The Replacement qualifies as a "Change of Control Event" under the terms and conditions of the Existing Bonds dated 25 November 2022 (the "Terms and Conditions"). As a result of the Change of Control Event, each holder of Existing Bonds ("Bondholder") has the right pursuant to Section 9.6(a) of the Terms and Conditions to request that all, or some, of its Existing Bonds are repurchased by the Company at a price per Bond equal to 101% of the Nominal Amount together with accrued but unpaid interest (the "Put Option"). If Bondholders wish to exercise the Put Option, they must send a notice to Nordic Trustee & Agency AB (publ), Attn: Anna Litewka, P.O. Box 7329, SE-103 90 Stockholm, sweden@nordictrustee.com, T: +46 8 783 7900, no later than 30 calendar days after the date of this notification (i.e. no later than 12 December 2025) ("Record Date"). To the extent that Bondholders have effectively exercised the Put Option, the Company must repurchase the relevant Existing Bonds no later than 20 CSD business days after the Record Date. CAP2CAP and the Company regard the Replacement as a purely technical change at the level of the Shareholder which does not affect the Company's business or operations. Hence, in the view of the Company, the Replacement will not have a material adverse effect on the interests of the Bondholders. Against this background, the Company intends to initiate a written procedure under the Existing Bonds to ask for the Bondholders' approval of the Replacement and amending the Terms and Conditions to avoid that the Replacement is seen as a Change of Control Event (the "Proposal"). As compensation to the Bondholders for voting in favour of the Proposal, the Company intends to offer a consent fee in an amount equal to 0.50 per cent. of the nominal amount of each Existing Bond, subject to any conditions set out in the relevant notice to the written procedure. Additional information pertaining to the Proposal will be set out in a separate press release as well as in the relevant notice of written procedure in the event the Company decides to move forward with the written procedure. Important Notice This release is an ad hoc notification pursuant to Article 17 of Regulation (EU) No 596/2014 on market abuse. It is neither a financial analysis nor advice or recommendation relating to financial instruments, nor does it contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in Australia, Canada, Japan, or the United States of America ("United States") or in any jurisdiction to whom or in which such offer or solicitation is unlawful. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, as amended ("Securities Act") and may not be offered or sold in the United States or to, or for the account or benefit of, U.S. persons, absent such registration, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan. The offer and sale of the securities referred to herein has not been and will not be registered under the Securities Act or under the applicable securities laws of Australia, Canada or Japan. There will be no public offer of the securities in the United States. Certain statements in this ad hoc notification are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. No one undertakes any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place any undue reliance on forward-looking statements which speak only as of the date of this ad hoc notification.   For further information please contact:   iron AG
Fabian Kirchmann | Karolin Bistrovic
+49 221 914097 14
booster-precision@ir-on.com