Semperit executive board addresses take-over offer

Vienna, Austria – The Executive Board of Semperit AG Holding is addressing what they consider to be the key arguments for and against accepting the voluntary take-over offer made by B&C Holding Österreich GmbH. The aim is to provide shareholders with a framework to guide their individual decision-making. The Executive Board refrains from making a definitive recommendation regarding whether to accept or reject the offer. The Supervisory Board concurs with this statement.

Among the factors considered in the decision to accept the offer is the fact that the offer price of EUR 15.00 per share represents a premium of 25.2% over the unaffected closing share price as of 17 March 2026 (prior to the announcement of the offer). In addition, the offer price is above historical average prices and allows for the sale of the shares regardless of current market liquidity.

Arguments against accepting the offer include the fact that the offer price is below the carrying amount per share of EUR 20.20 per share as well as below current analyst estimates of up to EUR 22.00 per share, and thus does not reflect the full medium- to long-term potential for value appreciation. Furthermore, by accepting the offer, shareholders forgo potential future earnings opportunities.

Whether the offer is advantageous for a shareholder depends on the individual circumstances, particularly the purchase price, investment horizon, liquidity needs and tax considerations. In addition, the future performance of the company, developments in the general capital market environment and other external factors, must be taken into account. The Executive Board and the Supervisory Board therefore recommend that shareholders also give due consideration to their individual tax and financial circumstances before making a decision and, if necessary, seek expert advice.