Delisting agreement and announced delisting tender offer

Ad-hoc RELEASE

Announcement according to Article 17 European Market Abuse Regulation (MAR)

Biotest AG: Delisting agreement and announced delisting tender offer

eieich, March 31, 2025: Biotest AG (ISIN DE0005227201, ISIN DE0005227235) has today concluded a delisting agreement with its major shareholder, Grifols, S.A., which holds approximately 97.14 % of the ordinary shares and 46.22 % of the preferred shares of Biotest AG. Based on this delisting agreement, the Management Board of Biotest AG is to submit an application for the revocation of the admission of Biotest ordinary shares and Biotest preferred shares to trading on the regulated market (Prime Standard) of the Frankfurt Stock Exchange (so-called delisting). In addition, Biotest AG will take all reasonable measures to terminate the inclusion of Biotest ordinary shares and Biotest preferred shares in the over-the-counter market, insofar as this inclusion was made at the request of Biotest AG.

According to the provisions of the delisting agreement, Grifols Biotest Holdings GmbH, a 100% subsidiary of Grifols, S.A., will make an unconditional public delisting acquisition offer to the shareholders of Biotest AG to acquire all ordinary and preference shares of Biotest AG that are not already held by Grifols Biotest Holdings GmbH, in exchange for a cash consideration of € 43.00 per Biotest ordinary share and € 30.00 per Biotest preference share, subject to adjustments due to legal provisions. The Management Board and the Supervisory Board will carefully review the offer document for the public delisting acquisition offer and issue a joint reasoned statement in accordance with Section 27 of the German Securities Acquisition and Takeover Act.

The delisting agreement contains provisions that Grifols, S.A. intends to support Biotest AG in an economically reasonable manner.

After the revocation of the stock exchange admission becomes effective, the shares of Biotest AG will no longer be admitted to trading on a domestic regulated market or a comparable market abroad.

Biotest Aktiengesellschaft
Board of Management

Biotest AG

Landsteinerstr. 5

D-63303 Dreieich

www.biotest.com

Disclaimer

This document contains forward-looking statements on overall economic development as well as on the business, earnings, financial and assets position of Biotest AG and its subsidiaries. These statements are based on current plans, estimates, forecasts and expectations of the company and are thus subject to risks and elements of uncertainty that could result in significant deviation of actual developments from expected developments. The forward-looking statements are only valid at the time of publication. Biotest does not intend to update the forward-looking statements and assumes no obligation to do so.

About Biotest

Biotest is a provider of biological therapeutics derived from human plasma. With a value added chain that extends from pre-clinical and clinical development to worldwide sales, Biotest has specialised primarily in the areas of clinical immunology, haematology and intensive care medicine. Biotest develops and markets immunoglobulins, coagulation factors and albumin based on human blood plasma. These are used for diseases of the immune and haematopoietic systems. Biotest has more than 2,500 employees worldwide. The ordinary and preference shares of Biotest AG are listed in the Prime Standard on the German stock exchange. Since May 2022, Biotest has been part of the Grifols Group, Barcelona, Spain (www.grifols.com).
 

IR contact

Dr. Monika Baumann (Buttkereit)

phone: +49-6103-801-4406
email: ir@biotest.com

PR contact

Dirk Neumüller

phone: +49-6103-801-269
email: pr@biotest.com

Biotest AG, Landsteinerstr. 5, 63303 Dreieich, Germany, www.biotest.com

Ordinary shares: securities’ ID No. 522720; ISIN DE0005227201

Preference shares: securities’ ID No. 522723; ISIN DE0005227235

Listing: Frankfurt (Prime Standard)

Open Market: Berlin, Düsseldorf, Hamburg/ Hanover, Munich, Stuttgart, Tradegate