Supervisory Board and Executive Board recommend acceptance of delisting
tender offer of Südzucker AG

EQS-News: CropEnergies AG / Key word(s): Tender Offer
Supervisory Board and Executive Board recommend acceptance of delisting
tender offer of Südzucker AG

26.01.2024 / 14:40 CET/CEST
The issuer is solely responsible for the content of this announcement.

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Press release

Supervisory Board and Executive Board recommend acceptance of delisting
tender offer of Südzucker AG
Offer price of EUR 11.50 reflects the fair value of the share

Mannheim, 26 January 2024 - The Executive Board and Supervisory Board of
CropEnergies AG ("CropEnergies") have today issued their joint reasoned
opinion on the public delisting tender offer of Südzucker AG ("Südzucker")
to the shareholders of CropEnergies and recommend the acceptance of the
offer.

The Executive Board and Supervisory Board of CropEnergies consider the
delisting to be in the best interest of CropEnergies. Following a thorough
and independent review of the offer document published on 17 January 2024,
they support Südzucker's public delisting tender offer. Both Boards consider
that the offer price of EUR 11.50 in cash per CropEnergies share adequately
reflects the value of the share.

"We support Südzucker's public delisting tender offer and recommend that all
shareholders accept the offer and tender their shares to Südzucker in good
time. The price offered is attractive and is 69.4 percent above the closing
price on 18 December 2023, the last trading day prior to the publication of
the decision to launch the public delisting tender offer," says Dr Stephan
Meeder, CEO & CFO of CropEnergies.

The acceptance period for the public delisting tender offer of CropEnergies
has started with the publication of the offer document on 17 January 2024,
and expires on 16 February 2024, at midnight CET. Against this background,
CropEnergies will apply for the revocation of the admission of the
CropEnergies shares to trading on the regulated market of the Frankfurt
Stock Exchange in due course.

It is expressly pointed out that only the joint reasoned opinion of the
Executive Board and Supervisory Board of CropEnergies is authoritative. The
information in this press release does not constitute explanations or
additions to the statements in the joint reasoned opinion.

The joint reasoned opinion of the Executive Board and Supervisory Board of
CropEnergies is available on the company's Investor Relations website at
https://www.cropenergies.com/de/delisting-erwerbsangebot. Printed copies are
also available free of charge at CropEnergies, Investor Relations,
Maximilianstrasse 10, 68165 Mannheim, Germany, ir@cropenergies.de.

Important notice

This announcement is neither an offer to purchase nor a solicitation of an
offer to sell shares of CropEnergies AG nor an offer or recommendation to
purchase shares of Südzucker AG. The definitive terms of the delisting
tender offer, as well as further provisions concerning the delisting tender
offer, are set out in the offer document by Südzucker AG the publication of
which has been approved by the German Federal Financial Supervisory
Authority (BaFin). Investors and holders of shares in CropEnergies AG are
strongly advised to read the offer document and all other relevant documents
regarding the delisting tender offer, when they become available, since they
contain important information.

The delisting tender offer has been published exclusively under the laws of
the Federal Republic of Germany, in particular in accordance with the German
Securities Acquisition and Takeover Act (Wertpapiererwerbs- und
Übernahmegesetz, "WpÜG") and the German Stock Exchange Act (Börsengesetz),
as well as certain applicable provisions of the U.S. Securities Exchange
Act. The offer document and further documentation relating to the delisting
tender offer is available at www.powerofplants-offer.com. Any contract that
is concluded on the basis of the delisting tender offer will be exclusively
governed by the laws of the Federal Republic of Germany and is to be
interpreted in accordance with such laws.

To the extent permissible under applicable law or regulation, and in
accordance with German market practice, Südzucker AG, its affiliates or its
brokers may purchase, on the stock exchange or over the counter, or conclude
agreements to purchase, shares of CropEnergies AG, directly or indirectly,
outside of the scope of the delisting tender offer, during or after the
period in which the offer remains open for acceptance. This also applies to
other securities which are directly convertible into, exchangeable for, or
exercisable for shares of CropEnergies AG. These purchases may be completed
via the stock exchange at market prices or outside the stock exchange at
negotiated conditions provided that such purchases or purchase agreements
are not made or concluded within the United States, are in accordance with
applicable German law, in particular the WpÜG, and the offer price is
adjusted to any higher acquisition price paid outside the delisting tender
offer during such term. Information on such purchases or purchase
agreements, stating the number of CropEnergies shares acquired or to be
acquired and the consideration granted or agreed, will be published in
accordance with the applicable statutory provisions, in particular section
23(2) WpÜG, in the German Federal Gazette and, if required by foreign legal
systems, in English via an electronic dissemination system. Corresponding
information is also available in the form of an English translation on the
internet at www.powerofplants-offer.com.

About CropEnergies AG

Sustainable, renewable products made from biomass - that is what
CropEnergies stands for. Our products contribute to a climate-friendly world
and ensure that fossil carbons remain in the ground permanently and do not
continue to drive climate change.

Founded in Mannheim in 2006, the member of the Südzucker-Group is the
leading European producer of renewable ethanol. With a production capacity
of 1.3 million m3 of ethanol per year, CropEnergies produces neutral alcohol
as well as technical alcohol (ethanol) for a wide range of applications at
locations in Germany, Belgium, the UK, and France: Sustainably produced
ethanol as a petrol substitute is an answer to the future challenges of
climate-friendly energy supply in the transport sector. Thanks to highly
efficient production plants, our ethanol reduces CO2 emissions by an average
of more than 70 percent across the entire value chain compared to fossil
fuel. Our high-quality alcohol is also used in beverage production,
cosmetics, pharmaceutical applications, for example as a basis for
disinfectants, or as a raw material for innovative biochemicals.

Equally important are the resulting protein food and animal feed products as
a sustainable regional alternative to emission-intensive protein imports
from overseas, as well as biogenic carbon dioxide. It is used in beverage
production, among other things, and will be a valuable raw material for a
wide range of applications in transport and industry in the future. Thus,
all raw material components are utilised in our circular economy.

CropEnergies AG (ISIN DE000A0LAUP1) is listed on the regulated market (Prime
Standard) of the Frankfurt Stock Exchange.

Contact

Nadine Dejung-Custance
Public Relations / Marketing
Tel.: +49 (621) 71 41 90-65
Fax: +49 (621) 71 41 90-05
presse@cropenergies.de

Heike Baumbach
Investor Relations
Tel.: +49 (621) 71 41 90-30
Fax: +49 (621) 71 41 90-03
ir@cropenergies.de


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26.01.2024 CET/CEST Dissemination of a Corporate News, transmitted by EQS
News - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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   Language:       English
   Company:        CropEnergies AG
                   Maximilianstr. 10
                   68165 Mannheim
                   Germany
   Phone:          +49 (0)621-71 41 90 00
   Fax:            +49 (0)621-71 41 90 04
   E-mail:         info@cropenergies.de
   Internet:       www.cropenergies.com
   ISIN:           DE000A0LAUP1
   WKN:            A0LAUP
   Listed:         Regulated Market in Frankfurt (Prime Standard);
                   Regulated Unofficial Market in Berlin, Dusseldorf,
                   Hamburg, Munich, Stuttgart, Tradegate Exchange
   EQS News ID:    1824217

End of News EQS News Service
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1824217 26.01.2024 CET/CEST