Ashurst advises on the rights offering with prospectus in connection with the restructuring of BayWa AG
Ashurst advised Baader Bank Aktiengesellschaft, in its capacity as Sole Global Coordinator, on the successful implementation of the second tranche of a restructuring capital increase. The second tranche consisted of a rights offering with a securities prospectus, which was successfully completed today.
Following completion of the second tranche, total gross proceeds from both tranches, including the rump placement, amount to approximately EUR 179 million. A pre-agreed backstop commitment from anchor shareholders was not required due to strong demand.
In the second tranche, during the subscription period from 28 October 2025 through 10 November 2025 inclusive, a total of 27,460,578 no-par value bearer ordinary shares (“New Shares”) were offered at a subscription ratio of 1:2—i.e., for each existing share, two New Shares could be subscribed—at a subscription price of EUR 2.79 per New Share.
The first trading day of the New Shares from both tranches—64,199,046 New Shares in total—on the Regulated Market (Prime Standard) of the Frankfurt Stock Exchange as well as the regulated market segment of the Munich Stock Exchange has taken place today.
Baader Bank AG acted as Sole Global Coordinator for the transaction.
The transaction was led by Frankfurt Corporate Transactions partner Matthias von Oppen, supported by Senior Counsel Gerrit Clasen and Associates Christoph Tornau and Dennis Stottmann (all Corporate Transactions). In the area of restructuring, Dr. Karsten Raupach and Dr. Franziska Kramer advised. The US Securities practice was advised by Jeffrey Johnson.
In-house, Baader Bank was legally advised by Mark Oesterwinter and Viktor Maier.
Jones Day acted as issuer's counsel.
