DGAP-Adhoc: aap Implantate AG offers its shareholders a convertible bond with a total nominal value of EUR 2.6 million; attractive offer and a major step toward securing the company's continued existence

The convertible bond has a term of three years, provides for an annual fixed interest rate of 6.00% and, in accordance with the bond terms and conditions, entitles to subscribe to a total of up to 1,457,608 ordinary bearer shares (no-par shares) in aap Implantate AG at an initial conversion price of EUR 1.75. The convertible bond is taken over by BankM AG, Frankfurt am Main, with the obligation to offer it to the Company's shareholders for subscription at a ratio of 22:1 (22 shares each entitle to subscribe to one convertible bond with a nominal value of EUR 1.75) at an issue price of EUR 1.75 per convertible bond within the subscription period. In this way aap Implantate AG offers its shareholders the opportunity to participate in the financing measure at an attractive discount on the anticipated future share price after the ordinary capital reduction to be resolved by the Company's (virtual) Annual General Meeting on August 7, 2020 and subsequently to be entered in the Commercial Register.
 

At the present time aap Implantate AG has obligations from among its shareholders to exercise subscription and over-subscription rights totaling EUR 1,250,000.00. This corresponds to about 50% of the convertible bond.
 

The convertible bond is an essential part of the refinancing and restructuring process currently being implemented by aap Implantate AG and serves to secure the Company's continued existence. Consequently, the issuance proceeds from the convertible bond are to be used to secure the Company's liquidity in the short term. In addition, the Management Board is currently working intensively on various other financing and cost-saving options. In particular, these include a committed interest-free loan from Investitionsbank Berlin (IBB) from the "Rescue Aid Corona Emergency Aid Package I" program, which is subject to certain challenging conditions, a possible partial sale of excess capacity of the machinery, as well as far advanced negotiations on concluding a development and supply contract with a world-leading U.S. medical technology company, which is linked to the availability of sufficient financial resources at least for the duration of the development project. At the same time, the Management Board is currently in talks about possible corporate transactions (e.g. mergers, share or asset deals and carve-outs).
 

Shareholders can exercise their subscription rights during the subscription period, which is expected to begin on August 12, 2020 (0:00 hours CEST) and is expected to end on August 26, 2020 (24:00 hours CEST). No subscription rights trading will be organized, and subscription rights not exercised will expire worthless. In addition, all shareholders of the Company have the option to acquire convertible bonds in addition to the exercise of their subscription rights in the context of an over-subscription. These over-subscription rights must also be exercised within the subscription period. Any bonds not subscribed for as a result of the subscription offer shall be offered for purchase to institutional investors in Germany and other European countries in a private placement, whereby the purchase price corresponds to the subscription price.
 

The convertible bond is accompanied by BankM AG. Further details can be taken from the subscription offer, which is expected to be published in the Federal Gazette on August 10, 2020. From that date, it will also be available on the Company's website (https://www.aap.de/) under the section "Investors / Convertible Bond".

 

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aap Implantate AG (ISIN DE0005066609) - General Standard/Regulated Market - All German stock markets -

About aap Implantate AG
aap Implantate AG is a globally active medical technology company based in Berlin, Germany. The Company develops, manufactures and markets products for trauma. The IP-protected portfolio includes besides the innovative anatomical plating system LOQTEQ(R) a wide range of cannulated screws. In addition, aap Implantate AG has an innovation pipeline with promising development projects such as the antibacterial silver coating technology and magnesium-based implants. These technologies address critical and unmet needs in trauma. In Germany, aap Implantate AG sells its products directly to hospitals, purchasing groups, and hospital groups, while at international level it primarily uses a broad network of distributors in around 25 countries. In the US the Company pursues a hybrid distribution strategy with its subsidiary aap Implants Inc. Distribution is carried out both through distribution agents and partnerships with global orthopedic companies. aap Implantate AG's stock is listed in the General Standard segment of Frankfurt Stock Exchange (XETRA: AAQ.DE). For more information, please visit our website at www.aap.de.

Forward-looking statement
This release may contain forward-looking statements based on current experience, estimates and projections of the management board and currently available information. They are not guarantees of future performance. 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. Many factors could cause the actual results, performance or achievements of aap to be materially different from those that may be expressed or implied by such statements. These factors include those discussed in aap's public reports. Forward-looking statements therefore speak only as of the date they are made. aap does not assume any obligation to update the forward-looking statements contained in this release or to conform them to future events or developments.

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