H&K AG / Heckler & Koch

NOT FOR DISTRIBUTION OR RELEASE IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN OR ANY OTHER JURISDICTION IN WHICH THE DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL. OTHER RESTRICTIONS ARE APPLICABLE. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS RELEASE.

PRESS RELEASE        Oberndorf a.N., May 10, 2023

H&K AG announces result of its rights issue

The management board of H&K AG ("Company") announces that it has today set the volume of the rights issue announced on 23 April 2023 at a total of EUR 7,841,864.00. The share capital of the Company will thus be increased by EUR 7,841,864.00 from EUR 27,640,920.00 to a total of EUR 35,482,784.00 by issuing a total of 7,841,864 new no-par value ordinary bearer shares of the Company ("New Shares").

A total of 7,089,551 of the New Shares were subscribed by the two major shareholders by way of contributions in kind of their repayment claims from the shareholder loans granted to the Company and an additional 6,230 of the New Shares by way of cash contribution. The other shareholders, who had the opportunity to participate in the capital increase on a pro rata basis and at the same subscription price in return for cash contributions, exercised a total of 93.07% of the subscription rights attributable to them, which corresponds to a number of subscribed New Shares in a total of 746,083.

The gross proceeds from the capital increase (excluding contributions in kind) amount to a total of EUR 10.1 million. The Company intends to use the net proceeds from the capital increase for investments in production facilities and infrastructure at its site in Oberndorf am Neckar.

The capital increase is subject to registration with the commercial register of the local court (Amtsgericht) of Stuttgart, which will be applied for shortly. It cannot be excluded that there will be delays in the registration of the implementation of the capital increase and thus in the delivery of the New Shares. Should the registration of the capital increase be delayed, the delivery of the New Shares will take place at the next possible date.

Following the registration of the implementation of the capital increase, the New Shares shall be included in the existing quotation on Euronext Access Paris.

Further information on the Capital Increase can be found on the Company's website (www.heckler-koch.com) in the section "Investor Relations – Capital Increase 2023".

Contact       

H&K AG

Dr. Björn Krönert

CFO of H&K AG

Phone:     +49 7423 79-0

Fax:         +49 7423 79-2350

E-mail:     info.ir@heckler-koch-de.com

Important notice

This release constitutes neither an offer to sell nor a solicitation to buy securities of the Company. The subscription period for the securities mentioned in this release has expired. A public offer of shares of the Company in Germany was made solely on the basis of a securities prospectus approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, BaFin). The securities of the Company have already been sold.

In the member states of the European Economic Area other than Germany, this release is only addressed to and directed at persons who are "qualified investors" within the meaning of Article 2(e) of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14, 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market ("Prospectus Regulation").

This release may be distributed in the United Kingdom only to, and is only directed at, persons who are "qualified investors" within the meaning of Article 2(e) of the Prospectus Regulation as it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018, and who are also (i) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended ("Order"), or (ii) persons falling within Article 49(2)(a) to (d) of the Order (high net worth companies, unincorporated associations, etc.) or (iii) persons to whom an invitation or inducement to engage in an investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise be lawfully communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons"). This release is directed only at Relevant Persons and must not be acted on or relied on by persons who are not Relevant Persons. Any investment or investment activity in securities of the Company is available only to Relevant Persons and will be engaged in only with Relevant Persons.

This release is not an offer of securities for sale in the United States of America (including its territories and possessions, any state of the United States and the District of Columbia, "United States"). The securities mentioned herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended ("Securities Act") or with any securities regulatory authority of any state or any other jurisdiction of the United States. The securities may not be offered or sold in the United States absent registration or an exemption from the registration requirements of the Securities Act. The securities referred to herein have not been approved, disapproved or recommended by the U.S. Securities and Exchange Commission, any state securities commission in the United States or any other U.S. regulatory authority, or have any of the foregoing authorities passed upon or endorsed the merits of the offering of the securities referred to herein. There will be no public offer of these securities in the United States.

The securities referred to herein may not be offered or sold in Australia, Canada or Japan or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada or Japan subject to certain exceptions.

Certain statements contained herein may constitute "forward-looking statements". Forward-looking statements are based on the current views, expectations, assumptions and information of the management of the Company which the Company has made to the best of its knowledge, but which do not claim to be correct in the future (in particular where such forward-looking information is in relation to matters outside the control of the Company). Forward-looking statements should not be construed as a promise of future results and developments and involve known and unknown risks and uncertainties. Various factors could cause actual future results, performance or events to differ materially from those described in these statements, and neither the Company nor any other person accepts any responsibility for the accuracy of the opinions expressed in this release or the underlying assumptions. The Company does not assume any obligations to update any forward-looking statements. Moreover, it should be noted that all forward-looking statements only speak as of the date of this release and that neither the Company nor the bank, except as required by law, to update any forward-looking statement or to conform any such statement to actual events or developments. Each of the Company and the bank and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward-looking statement contained in this release, whether as a result of new information, future developments or otherwise.