Not for release, publication or distribution in the United States, Australia, Japan or Canada.

Schrobenhausen, Germany - As part of the subscription offer that ended according to schedule on June 21, 2021, the shareholders of BAUER Aktiengesellschaft subscribed a total of 7,247,715 new shares by exercising subscription rights or on the basis of additional purchase offers to acquire unsubscribed shares. Of the shares, 1,142,854 are new shares in exchange for non-cash contributions by the Investors as defined in the General Meeting resolution of March 31, 2021 and 6,104,861 are new shares in exchange for cash contributions.

In addition to the subscription rights exercised by shareholders, a total of around 4.6 million shares were registered for oversubscription. Due to this high number, the allocation quota for the oversubscription was only around 11.8%.

The share of the ownership of Doblinger Beteiligung GmbH, Munich, in the company's share capital and the total number of voting rights increases to 30.00% less one share or one voting right as part of carrying out the capital increase due to the purchase obligation agreed with the company.

BAUER Aktiengesellschaft receives gross proceeds of EUR 64.1 million (rounded) from the capital increase through the issue of new shares in exchange for cash contributions. Net proceeds from the capital increase of approximately EUR 63.3 million will be used for the repayment of financial liabilities and thereby serve to increase the equity ratio. The company's financial liabilities were reduced by EUR 12.0 million as a result of the contribution of receivables by way of non-cash contributions from the Investors, and the equity ratio increased accordingly.

"We are very satisfied with the results of the capital increase. We have perceived a great deal of interest among institutional investors and private investors in accompanying us toward the future, which has been expressed in the very high number of oversubscriptions declared", says Michael Stomberg, CEO of BAUER AG. "The capital increase is an important component of the measures we have taken to prepare for the future. It improves our balance sheet situation and we are now in a solid position for the coming years."

With recording of the execution of the capital increase in the Commercial Register, which is anticipated by Friday, June 25, 2021, the total number of shares issued in the company will increase to 26,091,781 shares. It is expected that the new shares will be included in the existing listing on the Frankfurt Stock Exchange and that they will be delivered to investors on Monday, June 28, 2021, but no earlier than on the first stock exchange trading day following their admission to trading.

UniCredit Bank AG accompanied the capital increase as Sole Global Coordinator, Baader Bank Aktiengesellschaft acted as Co-Manager.

About Bauer

The BAUER Group is a leading provider of services, equipment and products related to ground and groundwater. With over 110 subsidiaries, Bauer operates a worldwide network on all continents.

The operations of the Group are divided into three future-oriented segments with a high potential for synergy: Construction, Equipment and Resources. The Construction segment offers new and innovative specialist foundation engineering services alongside the established ones, and carries out foundation and excavation work, cut-off walls and ground improvements worldwide. Bauer is a world market leader in the Equipment segment and provides a full range of equipment for specialist foundation engineering as well as for the exploration, mining and extraction of natural resources. The Resources segment delivers innovative products and services and acts as a service provider with several business divisions and subsidiaries in the areas of drilling services and water wells, environmental services, constructed wetlands, mining and rehabilitation.

Bauer profits greatly from the collaboration between its three separate business divisions, enabling the Group to position itself as an innovative and highly specialized provider of products and services for demanding projects in specialist foundation engineering and related markets. Bauer therefore offers appropriate solutions for the world's major challenges, such as urbanization, growing infrastructure needs, the environment, and water, oil and gas.

The BAUER Group was founded in 1790 and is based in Schrobenhausen, Bavaria. In 2020, it employed some 11,000 people in around 70 countries and achieved total Group revenues of EUR 1.5 billion. BAUER Aktiengesellschaft is listed in the Prime Standard segment of the German stock market.

More information can be found at http://www.bauer.de.

Disclaimer

This announcement may not be published, distributed or transmitted in the United States, Australia, Canada or Japan. This announcement does not constitute an offer of securities for sale or a solicitation of an offer to purchase securities of BAUER Aktiengesellschaft ("Company") in the United States, Germany or any other jurisdiction. The securities referred to herein may not be offered, sold or exercised in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended ("Securities Act"). Any securities referred to herein have not been, and will not be, registered under the Securities Act.

This announcement is an advertisement and not a prospectus, for the purposes of the Prospectus Regulation (Regulation (EU) 2017/1129) and the UK Prospectus Regulation (Regulation (EU) 2017/1129 as and insofar it forms part of domestic law by virtue of the European Union (Withdrawal) Act 2018). Investors should not purchase or subscribe for any shares referred to in this announcement except on the basis of information in the prospectus to be issued by the company in connection with the offering of such shares. Copies of the prospectus will, following approval of the German Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht - BaFin) and publication be available free of charge on the Company's website (www.bauer.de).