aap Implantate AG: Focus on the trauma business – fully MDR-certified portfolio, new products, expanded sales activities – capital increase to finance the next phase of growth

aap Implantate AG: Focus on the trauma business – fully MDR-certified portfolio, new products, expanded sales activities – capital increase to finance the next phase of growth

• Capital increase with subscription rights for up to 1,486,563 new shares at EUR 1.35 per share
• Subscription period from November 6 to 20, 2026; oversubscription permitted
• Full MDR certification of the existing portfolio completed as of March 2026
• Revenue performance improved significantly over the course of the year; Q3 2026 saw slight year-over-year growth
• EBITDA continued to improve in the first nine months of 2026
• US business continues to grow at a double-digit rate on a high comparative basis
• New products already on the market; additional product launches planned through 2028
• Sales organization restructured and strengthened internationally
• New management team, led by COO Cornelius Fink and CFO Nicole Kassel, focuses on sales, efficiency, and cost discipline
• 2026 forecast confirmed

Berlin, November 2, 2026 – The Management Board of aap Implantate AG (“aap”, ISIN: DE000A3H2101), a manufacturer of “Made in Germany” trauma implants, today resolved — with the approval of the Supervisory Board – to conduct a capital increase against cash contributions with subscription rights from the 2024/I authorized capital (see today’s ad hoc announcement). The share capital is to be increased from EUR 14,716,976.00 by up to EUR 1,486,563.00 to a maximum of EUR 16,203,539.00. The new shares will be offered at a ratio of 9.9:1 at a subscription price of EUR 1.35 and will be entitled to dividends as of January 1, 2026. aap intends to use the proceeds from the offering to strengthen its liquidity base and finance the next phase of growth in the trauma business. In addition, the company plans to convert shareholder loans totaling EUR 1,700,000 into equity. To further strengthen the Company’s equity base, the Management Board also intends, subject to the approval of the Supervisory Board, to increase the Company’s share capital by up to EUR 1,350,000.00 (approximately 9% of the currently existing share capital) against contributions in kind, excluding shareholders’ subscription rights. The contribution in kind is intended to comprise shareholder loans granted to the Company with a nominal amount of EUR 1,700,000.00 (debt-to-equity swap). The implementation of the capital increase against contributions in kind is subject to an audit of the contributions in kind by a court-appointed auditor.

The capital increase against contributions in kind is intended to strengthen the Company’s balance sheet structure by increasing equity while simultaneously eliminating the loan liabilities, thereby reducing the interest expense associated with the shareholder loans.

Restructuring and MDR transformation successfully completed

In recent years, aap has fundamentally restructured its business: US sales operations were transitioned to a lean agent model, and the cost structure was significantly optimized across the Group. The Group’s EBITDA loss decreased from EUR 5.1 million in 2019 to EUR 0.64 million in 2025.

A key milestone in the realignment was the transition to the European Medical Device Regulation (MDR). The complex certification process tied up substantial development resources over several years and resulted in non-capitalizable expenses in the seven-figure euro range. The necessary investments and development expenses have largely been completed. As of March 2026, the entire existing product portfolio has been successfully MDR-certified. This means that aap now has the required MDR certification for its entire existing product portfolio, granting it market access in the EU and other CE-relevant markets.

Profitability in the core business has improved significantly – the turnaround in operating performance continued in Q3

The operating performance of aap continued to improve in the first nine months of 2026. While revenue in the first half of 2026 was still 5% below the prior-year figure, this shortfall was significantly reduced in the third quarter.

The operating recovery continued in the third quarter of 2026. Compared to the previous quarter, revenue rose from EUR 2.8 million to EUR 3.3 million, placing it slightly above the level of the same quarter a year earlier. For the first nine months of 2026, this resulted in a revenue decline of only 2.8% compared to the same period a year earlier. This reflects a gradual improvement in revenue performance over the course of the year.

At the same time, the positive earnings trend continued. EBITDA improved once again in the first nine months of 2026 and exceeded the IFRS profitability threshold. This underscores the progress made in efficiency, cost control, and operational performance.

The US business, which is considered a key growth driver for the Group, continued to show particularly strong momentum. In the third quarter of 2025, aap had already posted an exceptionally strong quarter with an 18% increase in revenue compared to the same quarter of the previous year. Against this high comparative base, performance in the third quarter of 2026 improved even further: Revenue in local currency was a further 2% above the strong prior-year quarter. The fourth quarter also began with the highest monthly order intake of the year.

For the first nine months of 2026, revenue in the US increased by 15% in local currency and by 13% on a euro basis. This positive performance confirms the effectiveness of the realignment of the US business and the growing market acceptance of the products. For the first time since its founding, the US subsidiary posted a positive local earnings result.

Additional momentum was evident in July 2026, with the highest order intake recorded in 2026. Management views this as a positive signal for business development in the coming quarters.

There are three clear growth drivers: products, production, and sales

All three growth drivers have already been set in motion; the proceeds from the offering are intended to accelerate their implementation.

Product innovation – attractive market potential: At the end of the second quarter of 2026, aap launched LOQTEQ® VA Elbow, its first fully MDR-certified new product; LOQTEQ® VA Proximal Humerus has received FDA approval. Additional systems are scheduled to follow gradually through 2028, including VA-Tibia & Fibula, VA Foot & Calcaneus, and the CHBS cannulated head screws. Eleven additional development projects are planned through 2031.

Production processes – increased productivity through automation: aap manufactures all its products in Berlin and mills the implants from solid titanium. Through 2028, the company plans to invest in lathes and milling machines, collaborative robotics, and automated material feeding. The goal is to increase capacity and reduce the number of staff required per implant.

Sales – expansion of international sales: In recent months, aap has restructured its sales organization with clearly defined responsibilities and hired additional sales staff. The company is expanding its presence primarily in Spain, Portugal, Chile, and France. In the first half of 2026, sales in Spain and Portugal already grew by more than 30% each thanks to the new VA products. Management sees further growth potential, particularly in North America, as a result of the sales restructuring.

CEO Rubino Di Girolamo: foundation laid for sustainable growth

Rubino Di Girolamo, Chief Executive Officer (CEO) of aap Implantate AG, explains:

“After years of intensive restructuring efforts, we now see, for the first time, that all the key prerequisites for sustainable growth have been met: a fully MDR-certified portfolio, significantly improved operational profitability, new products on the market, and a strengthened international sales organization. The capital increase is intended to enable us to capitalize on these opportunities more quickly and usher in the next phase of aap’s development.”

New management team focuses on growth and profitability

Since August 2026, Cornelius Fink (COO, responsible for Trauma) and Nicole Kassel (CFO, responsible for finance, procurement, and IT) have joined the Management Board, bringing with them experience in production processes, controlling, and transformation projects. Rubino Di Girolamo will smoothly hand over responsibilities to the new team by December 31, 2026, and will remain associated with aap as a consultant thereafter.

Cornelius Fink, member of the Executive Board (COO) of aap Implantate AG, says:

“The new sales team is on board, the first VA products are already on the market, and concrete plans are in place for investments in new machinery. We now intend to use the proceeds from the offering to drive all three growth levers in a targeted and parallel manner.”

Nicole Kassel, member of the Management Board (CFO) of aap Implantate AG, adds:

“The proceeds from the offering are to be directed specifically toward measures that support growth or improve the cost base. In doing so, we consistently evaluate individual measures based on their contribution to operating performance and earnings.”

A certified portfolio in a growing global market

According to industry estimates, the global market for trauma fixation systems is expected to grow from approximately USD 9.6 billion in 2025 to approximately USD 13.4 billion in 2035. The elbow and the foot and ankle are among the fastest-growing indications – precisely the areas that aap is targeting with its new VA systems.

The business model is geared toward recurring revenue: hospitals and distributors make a one-time investment in surgical sets; plates and screws are reordered for each specific surgery. aap holds product registrations in 46 countries and aims for average double-digit annual revenue growth starting in 2027.

Outlook: 2026 forecast confirmed; growth contributions expected starting in 2027

Despite significant losses in the Middle East, the Management Board confirms its forecast for 2026, with revenue of EUR 11.5 million to EUR 14.5 million and EBITDA of EUR -1.0 million to EUR +1.5 million. Regarding EBITDA, the Management Board continues to expect a positive result in the middle of the forecast range. The new products will be introduced gradually and are expected to make a significant contribution to earnings growth starting in 2027.

Rubino Di Girolamo adds:

“With this capital increase, we aim to create the conditions – on a significantly improved operational footing – to finance our next steps toward growth. At the same time, we are enabling our shareholders to maintain their ownership stake through their subscription rights and to participate in the company’s continued development.”

Key details of the subscription offering

The subscription period (indirect subscription rights) is expected to run from November 6 to November 20, 2026. Subscription rights will not be traded; unexercised subscription rights will expire. All shareholders may subscribe for additional shares beyond their subscription rights. Such oversubscription must also be exercised within the subscription period. Shares not subscribed for as part of the capital increase are to be offered to selected investors in a private placement at no less than the subscription price. The subscription offer is expected to be announced in the Federal Gazette on November 4, 2026. The lead underwriter is BankM AG.

About aap Implantate AG

Based in Berlin, aap Implantate AG develops, manufactures, and distributes implants for trauma surgery. At the core of its product portfolio is the patented LOQTEQ® plate system, which combines fracture compression and angle-stable fixation in a single surgical step. All existing products are MDR-certified and are 100% manufactured in Berlin. In Germany, aap sells directly to hospitals and purchasing groups; internationally, it sells through distributors; and in the U.S., it sells through its subsidiary, aap Implants Inc. Product registrations are in place in 46 countries. In addition, aap has a patented antibacterial silver-coating technology that has already passed clinical trials and is seeking approval. The stock is listed on the regulated market of the Frankfurt Stock Exchange (General Standard) (ISIN: DE000A3H2101, WKN: A3H210).

www.aap.de
 

Contact Investor Relations:

CROSS ALLIANCE communication GmbH
Susan Hoffmeister
Phone: +49 89 125 09 0333
Email: sh@crossalliance.de
www.crossalliance.de

Important notice

This announcement is for informational purposes only and does not constitute an offer to sell or a solicitation of an offer to buy or subscribe for securities of aap Implantate AG. The offering is governed exclusively by the subscription offer published in the Federal Gazette. This announcement is not intended for publication or distribution in or within the United States of America, Canada, Australia, or Japan. It may contain forward-looking statements based on the current expectations of the Management Board and subject to risks and uncertainties; actual results may differ materially.