EQS-Adhoc: BayWa AG: Agreements signed for sale of Cefetra with new group of investors

BayWa AG: Agreements signed for sale of Cefetra with new group of investors

Munich, December 23, 2025 – BayWa Agrar Beteiligungs GmbH, a subsidiary of BayWa AG, has today agreed with a consortium of several renowned investors on the sale of all shares in the agricultural trading company Cefetra Group B.V. (“Cefetra”).

The agreed purchase price amounts to approximately EUR 125 million. Of this amount, EUR 80 million is to be paid upon closing and a further EUR 45 million by the later of April 30, 2026, and 90 days after closing. If the buyer pays the deferred portion of the purchase price early, that portion will be reduced on a time-staggered basis by up to EUR 5 million. As a result of the repayment of shareholder loans at closing of the transaction as part of the refinancing of Cefetra by the buyer, BayWa AG will also receive a further approximately EUR 62 million. Furthermore, BayWa Group's bank liabilities will be reduced by more than EUR 600 million due to the deconsolidation of Cefetra from the consolidated financial statements and the use of the sale proceeds primarily for debt repayment.

The closing of the transaction is still subject to completion of the consultation process with the works council of Cefetra, foreign direct investment clearance in Italy and BayWa AG’s supervisory board and the closing of the refinancing of Cefetra. The refinancing of Cefetra with a credit line in the amount of EUR 600 million has already been committed by Cefetra’s two core banks and must be implemented as part of the closing of the transaction. For the refinancing of Cefetra, the banks require a certain equity target level at Cefetra upon closing of the transaction. BayWa AG has undertaken to make a contribution of approximately EUR 12 million to Cefetra for this purpose. With respect to the additional amount required to reach the required equity target level, the buyer has undertaken to make an additional contribution to Cefetra as part of closing.

The Management Board of BayWa AG expects that the closing of the transaction can take place in the first quarter of 2026.

Upon closing of the transaction, the cash inflows and debt relief effects envisaged in BayWa AG’s restructuring concept in connection with the sale can be realised.

2251128  24-Dec-2025 CET/CEST