Lanxess (LXS) investor relations material

Strategic rationale and background

• Formed a joint venture in the polymer/polyamide industry to reduce automotive exposure, streamline operations, and achieve a more balanced, less complex business profile.

• Reduced group sales exposure to automotive and aviation to 10% and lowered the number of business segments.

• Improved sustainability metrics, including year-on-year CO2 emissions reductions to ~2.1m tons.

Exit mechanism and financial details

• Initial proceeds from the first closing were €1.3 billion, exceeding market expectations.

• Retained a ~40% stake for potential future value after synergy realization; base value for the remaining stake is set at €1.2 billion, based on a 12x EBITDA multiple.

• Monetization of the Envalior stake is contractually agreed, with a pre-defined exit mechanism and attractive valuation.

• The put option value is determined by the ratio of the last 12 months' EBITDA to the signing EBITDA of €505 million.

Timeline and contractual process

• Lock-up period for the ~40% stake ends March 31, 2026, enabling further monetization steps.

• Notification to exercise the put option is given as the lockup period ends; the first window to sell opens in April 2026, subject to Edmond's financing capability.

• If Edmond cannot finance, a two-year period follows, after which a hard put for 50% of the shares can be exercised unconditionally in April 2028.

• Any remaining stake after 2028 would be exited jointly with Edmond/Advent.

• A €200m shareholder loan to Envalior will be acquired by Advent in 2028 pro rata.