EQS-Adhoc: voestalpine AG: voestalpine AG increases the 2023 convertible bonds by up to EUR 35 million
EQS-Ad-hoc: voestalpine AG / Key word(s): Issue of Debt/Transaction in Own
Shares
voestalpine AG: voestalpine AG increases the 2023 convertible bonds by up
to EUR 35 million
02-March-2026 / 09:46 CET/CEST
Disclosure of an inside information acc. to Article 17 MAR of the
Regulation (EU) No 596/2014, transmitted by [1]EQS News – a service of
[2]EQS Group.
The issuer is solely responsible for the content of this announcement.
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voestalpine AG increases the 2023 convertible bonds by up to EUR 35
million
NOT FOR DIRECT OR INDIRECT PUBLICATION, DISTRIBUTION OR RELEASE IN OR INTO
THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA, JAPAN, SOUTH AFRICA OR
ANY JURISDICTION IN WHICH OFFERS OR SALES OF THE SECURITIES WOULD BE
PROHIBITED BY APPLICABLE LAWS.
The Management Board of voestalpine AG (“voestalpine”) resolved today, due
to the currently favourable market environment, to offer non‑subordinated,
unsecured convertible bonds maturing in 2028 in a total nominal amount of
up to EUR 35 million (the “Bonds”) as an increase tranche to the
convertible bonds issued in 2023 in a total nominal amount of EUR 250
million (the “2023 Convertible Bonds”) (the “Offering”).
The Bonds will be issued at an issue price to be determined during the
bookbuilding process, in denominations of EUR 100,000 each, and—unless
previously converted, redeemed or repurchased—will be redeemed on or
around 28 April 2028 at their nominal amount plus interest.
Furthermore, the Management Board resolved today to use treasury
shares—just as in connection with the 2023 Convertible Bonds (see ad‑hoc
announcement of 1 December 2025)— to issue to creditors of the Bonds who
exercise their conversion rights to shares in the company by the end of
the term. The current number of treasury shares is 7,098,547 (= 3.98% of
the share capital). To cover all conversion rights of the 2023 Convertible
Bonds including the increase tranche, up to 7,039,227 shares (= 3.94% of
the share capital) would be required on the basis of the current
conversion price (≈ EUR 40.49).
The Offering will be carried out by way of an accelerated bookbuilding
process. The Offering is directed exclusively at institutional investors
outside the United States in reliance on Regulation S under the U.S.
Securities Act of 1933, as amended, as well as outside of Australia,
Japan, South Africa and any other jurisdictions in which offers or sales
of the Bonds would be prohibited by applicable law. The existing
shareholders’ pre-emptive rights (“Bezugsrechte”) to the Bonds are
excluded.
Subject to Supervisory Board approval and depending on market conditions,
the Offering is planned for the second half of March at the earliest.
The result of the Offering will be announced in a separate press release.
Reference is made in this context to the ad‑hoc announcement of 1 December
2025 as well as to the Management Board reports pursuant to Section 65
(1b) in conjunction with Section 171 (1) of the Austrian Stock Corporation
Act dated 1 December 2025 and 2 March 2026. The ad‑hoc announcement and
the reports are available on the Company’s website ([3] www.voestalpine.com
– Investors – IR News / Insider information).
voestalpine AG intends to fulfil its publication obligations pursuant to
Section 7 of the 2018 Publication Ordinance (Veröffentlichungsverordnung)
on the Company’s website ([4] www.voestalpine.com – Investors – Share).
IMPORTANT NOTICE
This announcement may not be published, distributed or transmitted,
directly or indirectly, in the United States of America (including its
territories and possessions, the “United States”), Australia, Canada,
Japan, South Africa or any other jurisdiction where such announcement
could be unlawful. The distribution of this announcement may be restricted
by law in certain jurisdictions and persons who are in possession of this
document or other information referred to herein should inform themselves
about and observe any such restrictions. Any failure to comply with these
restrictions may constitute a violation of the securities laws of any such
jurisdiction.
This announcement does not constitute an offer of, or a solicitation of an
offer to purchase, securities of voestalpine or of any of its subsidiaries
in the United States, Germany or any other jurisdiction. Neither this
announcement nor anything contained herein shall form the basis of, or be
relied upon in connection with, an offer in any jurisdiction. The
securities offered will not be and have not been registered under the U.S.
Securities Act of 1933, as amended (the „Securities Act“) and may not be
offered or sold in the United States absent registration or an applicable
exemption from the registration requirements under the Securities Act.
In the United Kingdom, this announcement is only directed at persons who
(i) are investment professionals falling within Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
(as amended) (the „Order“) or (ii) are persons falling within Article
49(2)(a) to (d) of the Order (high net worth companies, unincorporated
associations, etc. (all such persons together being referred to as
„Relevant Persons“)). This document must not be acted on, or relied upon,
by persons who are not Relevant Persons. Any investment or investment
activity to which this document relates is available only to Relevant
Persons and will be engaged in only with Relevant Persons.
In member states of the European Economic Area the placement of securities
described in this announcement is directed exclusively at persons who are
„qualified investors“ with-in the meaning of Regulation (EU) 2017/1129 of
the European Parliament and of the Council of 14 June 2017 as amended (the
“Prospectus Regulation”).
The Bonds are not intended to be offered, sold or otherwise made available
to and should not be offered, sold or otherwise made available to any
retail investor in the EEA, the UK or elsewhere. No PRIIPs key information
document (KID) has been prepared as not available to retail investors in
EEA, the UK or elsewhere.
No action has been taken that would permit an offering or an acquisition
of the securities or a distribution of this announcement in any
jurisdiction where such action would be unlawful.
This announcement does not constitute a recommendation concerning the
placement. Investors should consult a professional advisor as to the
suitability of the placement for the person concerned.
Please direct your inquiries to
voestalpine AG
Peter Fleischer
Head of Investor Relations
voestalpine-Straße 1
4020 Linz, Austria
T. +43/50304/15-9949
peter.fleischer@voestalpine.com
End of Inside Information
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02-March-2026 CET/CEST News transmitted by [5]EQS Group
View original content: [6]EQS News
══════════════════════════════════════════════════════════════════════════
Language: English
Company: voestalpine AG
voestalpine-Straße 1
4020 Linz
Austria
Phone: +43 50304/15-9949
Fax: +43 50304/55-5581
E-mail: IR@voestalpine.com
Internet: www.voestalpine.com
ISIN: AT0000937503
WKN: 897200
Listed: Vienna Stock Exchange (Official Market)
EQS News ID: 2283466
End of Announcement EQS News Service
2283466 02-March-2026 CET/CEST
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References
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