STS Group AG sells Acoustics business segment - Focus on core competence with future-oriented technologies in the field of lightweight construction and e-mobility

- Purchase price is in the low negative single-digit million range

- Clear focus on competences in the main business segments of Plastics, Materials and China

- Socially acceptable solution, given that Acoustics activities will be continued by buyer

- A loss of more than half of the share capital to be assumed

Hallbergmoos/Munich, August 10, 2020. STS Group AG (ISIN: DE000A1TNU68), a global system supplier for the automotive industry, listed in the Prime Standard of the Frankfurt Stock Exchange, has signed an agreement with a strategic buyer for the complete sale of its Acoustics segment. The purchase price is in the low negative single-digit million range due to the challenging business development of last year and especially the COVID-19 pandemic. The Acoustics business segment consists of a total of five plants, three of which are located in Italy, one in Brazil and one in Poland. The business segment, which comprises the development and production of integrated acoustic and thermal systems, generated sales of 37.5 mEUR and EBITDA of -5.1 mEUR in the first half of 2020. Without the Acoustics segment, STS Group would have generated a positive operating result in the first half of 2020.

The sale will enable the STS Group to focus on its core business in the Plastics and Materials segments in Europe and, in the future, on the expansion of its North American business. Together with the Materials business units, the Plastics segment accounts for more than 50% of total revenues of STS Group AG, with China accounting for a further 20%.

Mathieu Purrey, CEO of STS Group AG: "Our strong growth in China, the improvement plans in France following the corona-related lockdown and the further expansion of our US-business are already absorbing many management resources. We would like to bundle our strengths to make our opportunities even more efficient. This specifically includes our future-oriented technologies in the area of e-mobility - including our market-proven battery cover - and innovative lightweight components. The divestment of the Acoustics business segment was not an easy decision. Nevertheless, we have found an advantageous solution for all parties. We would like to continue to build on this and drive forward the realignment with confidence and determination."

STS expects the transaction to be completed in the third quarter of 2020, subject to the approval by the competent antitrust authorities and other closing conditions.

With the Adler Pelzer Group as buyer, STS has gained a company that has a strategic interest in the profound know-how of the STS Acoustics business and for which the Italian market is also a part of the core business. Thus, the local activities will be continued sustainably and without interruption.

"We are very proud of this market strengthening transaction, which enhances the position of the Adler Group and its subsidiaries in the Acoustics segment for automotive and commercial vehicle customers and paves the way for further development and management synergies," say Paolo Scudieri, Chairman of the Management Board of Adler Group, and Pietro Lardini, CEO of the Adler Pelzer Group.

On the basis of the conclusion of a sales agreement, the Management Board determined at its best judgment that the Company is likely to incur a loss of more than half of its share capital. The main reasons for the loss of more than half of the share capital are the negative purchase price and the waiver of receivables of STS Group AG from the sold companies. This results in STS Group AG's equity in the single financial statements of the AG of well below 3 mEUR (previously 6 mEUR).

For this reason, the Management Board will immediately convene an extraordinary General Meeting and report the loss of more than half of the share capital in accordance with the section 92 (1) of the German Stock Corporation Act (AktG). At this General Meeting, the Management Board will explain the situation of the company to the shareholders.

About STS Group:
STS Group AG, www.sts.group (ISIN: DE000A1TNU68), is a leading system supplier to the automotive industry with a focus on solutions in the acoustics, thermal and structural engineering sectors. It employs more than 2,500 people worldwide and generated revenues of 362.8 mEUR in the financial year 2019. The STS Group ("STS") produces and develops plastic and acoustic components such as solid and flexible vehicle and aerodynamic trim, noise and vibration-damping materials, entire interior and exterior trim systems, as well as lightweight construction and battery components for electric vehicles at its 17 plants and four development centres in France, Italy, Germany, Poland, Mexico, Brazil, China and, in the future, also in the USA. STS is considered as a technology leader in the manufacture of special acoustic products, plastic injection moulding and components made of composite materials (Sheet Molding Compound - SMC). STS has a large global footprint with plants in four continents. The customer portfolio comprises leading international manufacturer of commercial vehicles, passenger cars and electric vehicles.

STS Group AG
Stefan Hummel
Head of Investor Relations
Zeppelinstrasse 4
85399 Hallbergmoos
+49 811 1244 9412
[email protected]
www.sts.group

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