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Ad-hoc announcement

Public disclosure of inside information in accordance with Article 17 (1) of the Regulation (EU) No. 596/2014 on market abuse, in the currently applicable version (Market Abuse Regulation - MAR)

Technology group BCM announces the full exercise of the Greenshoe Option, increasing the gross proceeds of the private placement to € 115 million

Frankfurt/Main, July 17, 2020.

Brockhaus Capital Management AG (BCM) announces that, in connection with its private placement of shares and its listing on the regulated market of Frankfurt Stock Exchange, the Greenshoe Option granted to Citigroup Global Markets Limited (acting on behalf of the Underwriters as Stabilization Manager), has been fully exercised and the Management Board of BCM has resolved on July 17, 2020, with consent of the Supervisory Board on the same day, upon the issuance of 468,750 new shares based on the authorization as resolved by the extraordinary shareholders' meeting held on 9 July 2020.

The number of new shares equals the number of shares that have been over-allotted in the private placement. Based on the placement price of € 32.00 per share this will result in additional gross proceeds of € 15 million and total gross proceeds of the private placement of € 115 million. As a result, the total number of new shares issued and placed by BCM in connection with its private placement and listing amounts to 3,593,750 new shares. The total number of shares of BCM following the execution of the Greenshoe Option thus increases to 10,386,808.

About Brockhaus Capital Management

BCM AG, based in Frankfurt/Main, is a technology group acquiring high-margin and high-growth technology champions with B2B business models in the German Mittelstand. With a unique platform approach and a long-term horizon, BCM actively and strategically supports its subsidiaries in achieving long-term profitable growth beyond industry and country boundaries. At the same time, BCM offers a gateway into these non-listed German technology champions, which are otherwise inaccessible to capital market investors.

Contact Details

For investors:

Brockhaus Capital Management - Paul Göhring
Head of Investor Relations
Phone: +49 69 20 43 40 978
Mobile: +49 151 4616 0724
Fax: +49 69 20 43 40 971
E-Mail: goehring@bcm-ag.com

For media:

USC - Iris C. Sistemich
Phone: +49 221 280 655 10
E-Mail: presse@us-communications.de

Disclaimer

This release is not for distribution, directly or indirectly, in or into the United States (including its territories and dependencies, any State of the United States and the District of Columbia). The shares in Brockhaus Capital Management AG (the "Shares") mentioned herein may not be offered or sold in the United States absent registration or an available exemption from the registration requirements of the US Securities Act of 1933, as amended (the "Securities Act") and in compliance with applicable state securities laws. The Shares have not been, and will not be, registered under the Securities Act and will not be offered or sold in the United States, except on the basis of applicable exemptions from registration. The Company has not been and will not be registered under the US Investment Company Act of 1940 and investors will not be entitled to the protections of that Act.
In the United Kingdom, this communication is and will be only addressed to, and directed at "qualified investors" as defined in the Prospectus Regulation, who are also (i) persons who have professional experience in matters relating to investments falling within the definition of "investment professionals" in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order"), (ii) high net worth bodies corporate, unincorporated associations and partnerships and trustees of high value trust as described in Article 49(2) of the Order or (iii) other persons to whom it may lawfully be communicated (all such persons together being referred to as "relevant persons"). Any person who is not a relevant person should not act or rely on this document or any of its contents. Copies of this announcement are not being made and may not be distributed or sent into the United States or to a US Person or into Canada, Australia, New Zealand, South Africa or Japan.

No public offering of securities has taken place in any jurisdiction.

This release contains forward-looking statements. "Statements contained herein may constitute "forward-looking statements." Forward-looking statements are generally identifiable by the use of the words "may", "will", "should", "plan", "expect", "anticipate", "estimate," "believe", "intend", "project", "goal" or "target" or the negative of these words or other variations on these words or comparable terminology. Forward-looking statements are based on current expectations and involve a number of nown and unknown risks, uncertainties and other factors that could cause the Group's or its industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward-looking statements. You should not place undue reliance on forward-looking statements and the Group does not undertake publicly to update or revise any forward-looking statement that may be made herein, whether as a result of new information, future events or otherwise.

The Joint Global Coordinators and Bookrunners are acting exclusively for the Company and no-one else in connection with the planned private placement and listing. It will not regard any other person as their respective clients in relation to the planned private placement and listing and will not be responsible to anyone other than the Company for providing the protections afforded to its clients, nor for providing advice in relation to the planned private placement and listing, the contents of this announcement or any transaction, arrangement or other matter referred to herein. In connection with the private placement, the Joint Global Coordinators and Bookrunners and its affiliates may take up a portion of the shares offered in the planned private placement as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such shares and other securities of the Company or related investments. In addition the Joint Global Coordinators and Bookrunners and its affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the Joint Global Coordinators and Bookrunners and its affiliates may from time to time acquire, hold or dispose of shares of the Company. The Joint Global Coordinators and Bookrunners do not intend to disclose the extent of any such investment or transactions, other than in accordance with any legal or regulatory obligations to do so. None of the Joint Global Coordinators and Bookrunners or any of its directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this release (or whether any information has been omitted from the release) or any other information relating to BCM, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available, or for any loss howsoever arising from any use of this release or its contents or otherwise arising in connection therewith.