Press Release 

IHO Holding successfully places approximately EUR 2.1 billion equivalent of new bonds

•	Four tranches with six, eight and ten year maturities in euros and US dollars
•	Maturities extended, attractive interest rates secured on a long-term basis
•	Debt reduced by approximately EUR 500 million from existing cash on hand

HERZOGENAURACH, May 22, 2019. IHO Verwaltungs GmbH, a subsidiary of IHO Holding, today successfully placed approximately EUR 2.1 billion equivalent secured notes in Euros and US-Dollars with institutional investors.

The issue consists of two Euro tranches with maturities of six and eight years and two US-Dollar tranches with maturities of eight and ten years. The six-year Euro tranche has a nominal value of EUR 800 million and a coupon of 3.625 percent, while the eight-year Euro tranche has a nominal value of EUR 500 million and a coupon of 3.875 percent. The eight-year US-Dollar tranche has a nominal value of USD 450 million and a coupon of 6.0 percent, while the ten-year US Dollar tranche has a nominal value of USD 400 million and a coupon of 6.375 percent. The bonds will be listed on the Euro MTF market of the Luxembourg Stock Exchange.

The proceeds from the bond issuance will be used to redeem the existing bonds of IHO Verwaltungs GmbH due September 2021 and September 2023 in the amount of approximately EUR 2.4 billion, for prepayment costs and the unwinding of the related currency hedging transactions as well as for other transaction costs. The existing Euro and US-Dollar bonds due September 2026 will remain in place unchanged and are not subject of the transaction. 

In addition to the above-mentioned bonds, the refinancing of IHO Holding includes a renewal of the existing credit agreement with four international banks by two years until 2024. The refinancing will extend the debt maturity profile and thus secure the currently still attractive financing costs of IHO Holding on a long-term basis. IHO Holding's gross financial indebtedness will be reduced by approximately EUR 500 million by using existing cash on hand in the context of the transaction. 

Important notice
The securities referred to herein will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), or any U.S. State security laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act.

This announcement does not contain or constitute an offer of, or the solicitation of an offer to buy or subscribe for, securities to any person in Australia, Canada, Japan, or the United States of America or in any jurisdiction in which such offer or solicitation is unlawful. Subject to certain exceptions, the securities referred to herein may not be offered or sold in Australia, Canada, Japan or the United States of America or to, or for the account or benefit of, any national, resident or citizen of Australia, Canada, Japan or the United States of America. The offer and sale of the securities referred to herein has not been and will not be registered under the applicable securities laws of Australia, Canada, Japan or the United States of America. There will be no public offer of the securities in any jurisdiction.

This announcement does not, under any circumstances, constitute a public offering or an invitation to the public in connection with any offer within the meaning of Directive 2003/71/EC, as implemented by the Member States of the European Economic Area (the “Prospectus Directive”). The offer and sale of the Notes were made pursuant to an exemption under the Prospectus Directive from the requirement to produce a prospectus for offers of securities.

The manufacturer target market (MIFID II product governance) is eligible counterparties and professional clients only (all distribution channels).

No PRIIPs key information document (KID) has been prepared as the offering is not available to retail investors in the EEA.

In the United Kingdom, this announcement is being distributed to, and is directed at, only (a) persons who have professional experience in matters relating to investments who fall within the definition of “investment professionals” in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the “Order”); (b) high net worth companies, and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order; or (c) 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 lawfully be communicated or caused to be communicated (all such persons together being referred to as “relevant persons”). The investments to which this announcement relates are available only to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such investments will be available only to or will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

Forward-looking statements and projections 
Certain statements in this press release are forward-looking statements. By their nature, forward-looking statements involve a number of risks, uncertainties and assumptions that could cause actual results or events to differ materially from those expressed or implied by the forward-looking statements. These risks, uncertainties and assumptions could adversely affect the outcome and financial consequences of the plans and events described herein. No one undertakes any obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. You should not place any undue reliance on forward-looking statements which speak only as of the date of this press release. Statements contained in this press release regarding past trends or events should not be taken as representation that such trends or events will continue in the future. The cautionary statements set out above should be considered in connection with any subsequent written or oral forward-looking statements that Schaeffler, or persons acting on its behalf, may issue.

Contact:
Wolfgang Boersig / Patrick Juchemich
IHO Holding – Treasury & Controlling 
Tel. +49 9132 8364-325, E-Mail: treasury@iho-holding.com