Berentzen Group and Sazerac to create a leading spirits platform in Europe

Berentzen Group and Sazerac to create a leading spirits platform in Europe

Takeover offer for Berentzen-Gruppe Aktiengesellschaft announced

• Sazerac to launch a voluntary public takeover offer at a price of EUR 5.55 per share, representing an attractive premium of approx. 68%
• Executive Board and Supervisory Board of the Berentzen Group support the planned business combination
• Closing of the transaction is subject to a minimum acceptance threshold of 50% plus one share
• Sazerac intends to pursue a delisting of Berentzen Group; Executive Board of Berentzen Group supports such intention

Haselünne, September 21, 2026 – Berentzen-Gruppe Aktiengesellschaft, based in Germany, which is listed on the Regulated Market (General Standard) of the Frankfurt Stock Exchange (ISIN: DE0005201602) and Sazerac Company, Inc., based in the USA and one of the leading and fastest-growing spirits companies in the world, have today entered into a business combination agreement.

In this context, Sazerac has announced its intention to make a voluntary public takeover offer in form of a cash offer of EUR 5.55 per Berentzen-share for all shares of Berentzen Group. The offer price is approx. 68% higher than Berentzen Group’s unaffected three-month volume-weighted average share price in XETRA prior to September 16, 2026.

“We, the Executive Board together with the Supervisory Board, see this as an outstanding opportunity for the Berentzen Group – for the company, its staff and its shareholders,” Oliver Schwegmann and Ralf Bruehoefner, members of the Berentzen Group’s Executive Board, explain this together and continue: “A high and steady rate of growth is of the utmost importance for achieving our strategic business objectives. In our view, the areas of innovative strength, sales capabilities and internationalisation play a particularly crucial role in this regard. These are precisely the areas in which Sazerac, as a globally positioned, financially strong partner, can make a real difference. Sazerac has enjoyed an impressive track record in recent years – also through strategic acquisitions.”

“We greatly value the Berentzen Group’s long and storied history in the German market. Over centuries Berentzen Group has achieved remarkable success and strong market presence, and it is very important to us to carry this forward into the future. We are confident this business combination will be beneficial for both sides, enabling us to manufacture and distribute spirits products for the whole of Europe and beyond with greater flexibility and pace, including brands from the Berentzen Group, Sazerac as well as private-label ranges,“ said Jake Wenz, Sazerac CEO and President.

In addition to broadening Berentzen Group’s existing portfolio and capabilities, Sazerac also intends to continue to create opportunities for the current employees and brands of the Berentzen Group and to continue operating the existing sites and develop them further through increased investment.

“We have confidence that the Berentzen Group will profit from this business combination and from the addition of our own strong brands, which are also set to be produced and distributed by the German team in future. Sazerac has a strong record of successful similar deals, including The Last Drop Distillers, Hawk’s Rock Distillery (formerly Lough Gill Distillery) in County Sligo, Ireland, Au Vodka in the UK, and many more. We take a long-term approach rooted in continued growth of the brands and teams we bring into our family. We believe we can provide enhanced resources to enable the Berentzen Group to continue to grow now and into the future,” Wenz continued.

“In our view, the offer is very attractive to our shareholders. We will therefore recommend that all shareholders accept the offer. The proposed price of EUR 5.55 per share is on a level not seen for over two years. The business combination will present the Berentzen Group with an excellent opportunity to consistently pursue its growth strategy and tap into further potential for value creation at a pace and on a scale that is only possible with a strong strategic partner in a challenging European market,” said Oliver Schwegmann and Ralf Bruehoefner.

The terms and conditions of the offer will be set out in the offer document, which will be submitted to the Federal Financial Supervisory Authority (Bafin) for review. After approval by Bafin, the offer document will be published and made available at www.sazerac-offer.com. The Executive Board and the Supervisory Board will issue a joint reasoned statement immediately following the publication of the offer document. The offer is subject to a minimum acceptance threshold of 50% plus one share of all shares in the Berentzen-Gruppe Aktiengesellschaft. Regulatory clearances are not required. The transaction is expected to be completed in Q4 2026. Following successful completion of the takeover offer, Sazerac intends to pursue a delisting of Berentzen Group. Subject to its fiduciary duty, the Executive Board intends to support such delisting.

Sazerac is being advised by Nomura as sole financial advisor and LARK as legal advisor. Berentzen Group is being advised by Osborne Clarke as legal advisor.

About the Berentzen Group:

The Berentzen Group is a modern, innovative beverage company with a history dating back more than 260 years. Broadly positioned in the segments of Spirits, Non-Alcoholic Beverages, and Fresh Juice Systems, the Group today develops, produces, and markets beverage concepts for a wide range of consumer needs, including spirits, mineral water products, soft drinks, and fruit presses for fresh-squeezed orange juice. With well-known brands like Berentzen, Puschkin, Mio Mio, and Citrocasa, as well as contemporary private-label products, the Berentzen Group is present today in more than 60 countries of the world. The shares of Berentzen-Gruppe Aktiengesellschaft (ISIN DE0005201602) are listed on the Regulated Market (General Standard) of the Frankfurt Stock Exchange.

About Sazerac:

Founded in 1850 and with over 175 years of heritage and history, Sazerac is one of the world’s largest distilled spirits companies. Family-owned and privately held, Sazerac is now in the fourth generation of current family ownership. Over 525 brands are part of the Sazerac portfolio, including Buffalo Trace Bourbon, Eagle Rare, Weller, The Last Drop Distillers, Fireball Cinnamon Whisky, BuzzBallz, Southern Comfort, SVEDKA Vodka, Myers’s Rum, Au Vodka and Paddy’s Irish Whiskey, among many others.

Sazerac is also the steward of distilleries around the world, including Buffalo Trace Distillery in Kentucky, United States, the Most Award-winning Distillery in the World and the longest continuously operating distillery in the United States, Domaine Sazerac de Segonzac in Cognac, France, Paul John Distillery in Goa, India, and Hawk’s Rock Distillery in County Sligo, Ireland. The company also has locations in New Orleans, Montréal, London and Sydney, among others.

Further information is available at:

Berentzen-Gruppe Aktiengesellschaft

Thorsten Schmitt

Director Corporate Communications & Strategy

P. +49 (0) 5961 502 215

pr@berentzen.de

www.berentzen-gruppe.de/en/

Sazerac Company, Inc.
Victoria Zabel-Wirdak
Global Communications Director
vzabelwirdak@sazerac.com

www.sazerac.com