EQS-Adhoc: Enapter AG: Agreement with Patrimonium to discharge corporate bond liabilities of around EUR 26 million; realignment to an asset-light business model; capital measure planned

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Enapter AG: Agreement with Patrimonium to discharge corporate bond liabilities of around EUR 26 million; realignment to an asset-light business model; capital measure planned

• Strategic realignment towards an asset-light business model with partner-based production; the chemical manufacturing of the electrodes as core technology remains at the Pisa site
• Expansion of the product portfolio to include alkaline electrolysers – solutions from the kilowatt to the gigawatt scale in future
• Focus on sales, service as well as research and development
• Agreement reached with Patrimonium: it will take over the Enapter Campus and assume responsibility for its future leasing and/or sale; upon completion, liabilities under the corporate bond of around EUR 26 million and the related interest expense of around EUR 300,000 per month will cease to apply
• Major shareholders provide short-term bridge financing – EUR 3 million
• Strategic investor plans EUR 10–12 million subscription in the second half of 2026, underlining confidence in Enapter's new asset-light, partner-led manufacturing strategy

Hamburg, 05. August 2026 – The Management Board of Enapter AG (ISIN DE000A255G02) today resolved a comprehensive strategic and financial restructuring. This comprises in particular the realignment of the business model, the restructuring of financial liabilities in the amount of around EUR 26 million, bridge financing provided by the major shareholders and the preparation of a capital increase in which a strategic investor intends to participate with EUR 10–12 million.

As part of the strategic realignment, the Company is converting its business model to an asset-light model. This means a significantly lower level of in-house manufacturing and correspondingly lower fixed costs. Going forward, Enapter will focus more strongly on research and development, product management, sales, project development and service. The majority of the labour-intensive industrial manufacturing of the products will in future be carried out by qualified production partners in China and the USA. The chemical manufacturing of the electrodes essential to the AEM technology, as a core component of the electrolysers, remains at the Pisa site and thus within the Enapter Group. This enables the Company to reduce its fixed costs while at the same time retaining its core technological competencies and increasing its scalability and flexibility.

At the same time, Enapter is expanding its product portfolio. In addition to its own AEM electrolysis technology, the Company will in future also offer alkaline electrolysers, enabling it to provide customers with electrolyser solutions from the kilowatt range through to projects on a multi-megawatt and gigawatt scale. With the realignment, Enapter is creating the conditions to serve significantly larger hydrogen projects worldwide in future, thereby considerably expanding the Company's addressable market.

In addition, the Company has reached an agreement with the holder of the corporate bond issued by the Company, Patrimonium Middle Market Debt Fund (“Patrimonium”), on the restructuring of the existing financial liabilities. The financial liabilities resulting from the corporate bond currently amount to around EUR 26 million.

Under the agreement, Patrimonium will take over the Enapter Campus and assume responsibility for its future leasing and/or sale. In return, Patrimonium will release a substantial portion of its existing claims. The remaining settlement comprises a cash payment of EUR 5 million by Enapter and a contingent payment right in favour of Patrimonium capped at EUR 2 million. Upon completion of the agreement, the existing financial liabilities under the corporate bond will cease to apply. At the same time, the Company's related ongoing interest expense of around EUR 300,000 per month will no longer be incurred.

In order to finance the operational and financial restructuring, the major shareholders are providing the Company with short-term bridge financing in the amount of EUR 3 million.

A capital measure is planned for the second half of 2026. A corresponding preliminary subscription agreement has already been concluded with a strategic partner, under which the latter intends to participate in the capital measure with an amount of EUR 10–12 million. The strategic partner's intended investment underlines confidence in Enapter's new asset-light, partner-led manufacturing strategy. The effectiveness of this obligation is subject, among other things, to the granting of the required regulatory approvals. Details of the capital increase will be determined in due course.

In view of the measures described above, the Company is withdrawing its guidance for the 2026 financial year. The Company will publish an updated outlook in due course.

End of inside information

Published by
Dr. Jürgen Laakmann
Management Board

2378236  05-Aug-2026 CET/CEST