Brockhaus Capital Management AG (DB:BKHT) signed an agreement to acquire majority stake in Bikeleasing-Service GmbH & Co. KG from managing shareholders and others for an enterprise value of approximately €300 million on June 16, 2021. Based on an enterprise value of Bikeleasing of approximately €300 million and subject to typical price adjustment mechanisms at closing of the acquisition, the purchase price attributable to Brockhaus amounts to approximately €167 million. As part of the transaction, the current managing shareholders will retain a significant stake through a re-investment. Considering this re-investment, Brockhaus will approximately hold a 60% share in Bikeleasing. Brockhaus reserves the right to decrease its stake to 50.1% in favor of co-investors and to secure parts of the purchase price via bridge financing. In addition, it is planned that the founders also invest at the level of Brockhaus by way of a capital increase through contribution in kind. The transaction will be financed by Brockhaus from available cash and through a capital increase with shareholders subscription rights, which is expected to be carried out in the second half of 2021. As of October 19, 2021, the transaction shall be funded through available cash, the issuance of €13 million worth of new shares as part of a capital increase in kind, the involvement of a co-investor as well as debt financing. The updated financing structure is based on financing commitments from lenders with regard to acquisition loans in an amount of €65 million, a co-investor with regard to a minority interest in the amount of €20 million, as well as a loan at the level of Brockhaus Technologies in the amount of €15 million. The financing tranches are still subject to their final contractual documentation. The Management Board believes that the financing of the purchase price can be completed without a rights issue.

BLS Bikeleasing-Service GmbH reported revenues of €41 million and an EBITDA margin of 43% in 2020. The closing of the transaction is subject to financing as well as a number of closing conditions. The transaction requires, among other things, the successful completion of ownership control procedures by the German Federal Financial Supervisory Authority. The transaction is expected to be completed in the second half of 2021. As of October 1, 2021, the transaction is expected to be completed in the fourth quarter of 2021. As of October 19, 2021, the transaction is expected to be completed before year end 2021. Stefan Sambol of OMMAX provided technical and commercial due diligence to Brockhaus Capital Management AG.

Brockhaus Technologies AG (DB:BKHT) completed the acquisition of a 52% stake in BLS Bikeleasing-Service GmbH & Co. KG on November 30, 2021. The acquisition was financed with cash of Brockhaus Technologies amounting to around €89 million, vendor loan of €15 million and acquisition loans of €65 million. Brockhaus Technologies also issued 0.56 million shares to the sellers. In addition, certain co-investors acquired shares in Bikeleasing comprising 8%. Following the transaction, Bikeleasing's founders and managing shareholders, Bastian Krause and Paul Sinizin, will retain a 40% stake in Bikeleasing and will continue to lead its operations as managing directors in the future. The German Federal Financial Supervisory Authority approved the transaction. Eurazeo provided €35 million of junior debt financing to Brockhaus Technologies AG, which will be used in the acquisition. Christoph Schauenburg of Luther Rechtsanwaltsgesellschaft mbH acted as legal advisor to Eurazeo. Oliver Hahnelt, Nikolas Koutsós, Norman Wasse, Nina Siewert of McDermott Will & Emery LLP acted as legal advisor to Joh.Berenberg, Gossler & Co. KG as lender to Brockhaus Technologies AG.