EQS-News: Fresenius raises approximately €300 million through sale of 7.8 million Fresenius Medical Care shares

 

• Fresenius has entered into an agreement to sell approximately 7.8 million shares in Fresenius Medical Care, equivalent to approximately 2.9 per cent of Fresenius Medical Care's issued share capital
• With the transaction Fresenius continues its disciplined, value-oriented reduction of its financial investment
• Increased strategic and financial flexibility to invest in Fresenius’ growth platforms; net proceeds will be used consistently with the stated capital allocation priorities

Fresenius is taking another consistent step in its #FutureFresenius transformation by further reducing its financial investment in Fresenius Medical Care. Through the sale of 7.8 million shares worth approximately €300 million to selected institutional investors, Fresenius further strengthens its balance sheet and increases its strategic flexibility. The shares sold represent approximately 2.9 per cent of Fresenius Medical Care’s issued share capital.“With this step, we reduce our financial investment in Fresenius Medical Care and create additional flexibility to redeploy capital into our growth platforms. That is what #FutureFresenius was built for, and it is the foundation Rejuvenate builds on — a more focused Fresenius, with a stronger balance sheet and the ability to act on the opportunities in front of us”, says Michael Sen, CEO of Fresenius.The net proceeds will reduce Group net debt and be available for future investment.Since the deconsolidation of Fresenius Medical Care in 2023, Fresenius has managed its holding as a financial investment. In 2025, the company sold a significant amount of its stake in Fresenius Medical Care, marking a major milestone in the #FutureFresenius transformation story. Since then Fresenius has continued to actively manage its stake through the pro rata share sale alongside Fresenius Medical Care’s share buyback programs.The transaction announced today represents a further step in this transformation and underscores Fresenius’ commitment to disciplined capital allocation, long-term profitable growth, and sustainable value creation. Fresenius will continue to assess and manage its remaining holding over time subject to market conditions, capital allocation priorities, applicable lock-up arrangements and in line with #FutureFresenius.Further Information (Note to the Editor)Transaction Details

• Fresenius remains subject to a lock-up on its remaining shares of up to 45 days
• The anticipated book gain in the low to mid double-digit million euro range will be reflected in Fresenius Group’s Q3 2026 results, classified as special item

Fresenius Medical Care stake: Key EventsAt the time of the deconsolidation in 2023, Fresenius held 32.2 per cent of Fresenius Medical Care’s share capital. In March 2025, Fresenius raised gross proceeds of approximately €1.1 billion through a combined offering of shares in an accelerated bookbuilding and bonds exchangeable into Fresenius Medical Care shares maturing in 2028. Fresenius retained approximately 28.6 per cent following this first sell-down. In August 2025, Fresenius Medical Care initiated a series of share buyback programs alongside which Fresenius sold shares on a pro rata basis, to approximately maintain its stake. In August 2026, Fresenius placed additional 7.8 million shares with institutional investors. Following this transaction, Fresenius holds approximately 25.0 per cent1 and remains the largest shareholder.Press Contact:Timo Lindemann Group CommunicationsFresenius SE & Co. KGaA Else-Kröner-Straße 161352 Bad HomburgGermanyM +491511 5515324timo.lindemann@fresenius.com Fresenius (XFRA: FRE, OTC: FSNUY) is a global, therapy-focused healthcare company dedicated to saving and improving human lives around the world. Through Fresenius Kabi and Fresenius Helios, the company delivers system-critical, innovative and affordable healthcare across the full continuum of care: Fresenius Kabi is a leading provider of lifesaving medicines, clinical nutrition, and medical technologies for critically and chronically ill patients, reaching around 450 million people each year. Fresenius Helios is Europe’s largest private hospital operator, treating around 27 million patients annually.With more than 178,000 employees and operating in more than 60 countries, Fresenius generated €22.6 billion in revenue in 2025.For more information, visit www.fresenius.com and follow Fresenius on LinkedIn.This release contains forward-looking statements that are subject to various risks and uncertainties. Future results could differ materially from those described in these forward-looking statements due to certain factors, e.g. changes in business, economic and competitive conditions, regulatory reforms, results of clinical trials, foreign exchange rate fluctuations, uncertainties in litigation or investigative proceedings, the availability of financing and unforeseen impacts of international conflicts. Fresenius does not undertake any responsibility to update the forward-looking statements in this release.Fresenius SE & Co. KGaARegistered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11852Chairman of the Supervisory Board: Wolfgang KirschGeneral Partner: Fresenius Management SERegistered Office: Bad Homburg, Germany / Commercial Register: Amtsgericht Bad Homburg, HRB 11673Management Board: Michael Sen (Chairman), Pierluigi Antonelli, Sara Hennicken, Dr. Michael Moser, Dr. Christian Pawlu  Chairman of the Supervisory Board: Wolfgang KirschSecurities InformationFresenius SE & Co. KGaA is listed on the Frankfurt Stock Exchange and is a member of the DAX 40 index. The shares are traded on Xetra, the electronic trading venue of Deutsche Börse, under the ticker FRE.ISIN: DE000FRE5EN2 ● WKN: FRE5ENAmerican Depository ReceiptsFresenius SE & Co. KGaA maintains a sponsored Level I American Depositary Receipt program, traded over the counter in the United States on the OTC Markets platform under the ticker FSNUY, at a ratio of four American Depositary Receipts to one ordinary share. Depositary bank: J.P. Morgan Chase Bank N.A.ISIN: US35804M1053 ● CUSIP: 35804M105ContactsFor Media contacts, click here, and to contact Investor Relations, click here. IMPORTANT NOTICEThis announcement is not a prospectus and does not contain or constitute an offer of securities for sale in or into any jurisdiction, including the United States, Canada, Australia, Japan, South Africa or any jurisdiction in which offers or sales of the securities would be prohibited by applicable law. Neither this announcement nor anything contained herein shall form the basis of, or be relied upon in connection with, any offer or commitment whatsoever in any jurisdiction.This announcement is not an offer to sell, or solicitation of an offer to buy, any securities in the United States. The securities described herein have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. There will be no public offering of the securities described herein in the United States or anywhere else.In member states of the European Economic Area ("EEA") and the United Kingdom, this announcement is directed exclusively at persons who are "qualified investors" within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 ("Prospectus Regulation") or the Public Offers and Admissions to Trading Regulations 2024 ("POATRs") ("Qualified Investors").In addition, in the UK, this announcement is only being distributed to and is only directed at (i) persons who have professional experience in matters relating to investments falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) high net worth entities falling within Article 49(2) of the Order, and (iii) persons at or to whom it can otherwise lawfully be distributed or directed (all such persons together being referred to as "relevant persons"). 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