Ad hoc announcement pursuant to Art. 53 LR

Tornos evaluates a merger with Starrag

On May 26, 2023, the Board of Directors of Tornos Holding Ltd. decided to evaluate a possible merger of the Tornos Group with the Starrag Group. Both groups of companies are active worldwide. They are excellently positioned in their target markets and have a portfolio that is well aligned with customer needs. The market performances of Tornos and Starrag would complement each other excellently. The merger would strengthen the position of both partners and offer great development potential in all areas. In the case of a possible merger, the Tornos and Starrag brands are to be retained. No job cuts would be planned in this context either.

A possible merger of the two groups Tornos and Starrag and the associated combination of resources and expertise would not only offer the potential for significant synergies in all business areas but would also bring both partners a greater market presence and stronger market penetration. This would result in excellent growth opportunities in all target markets.

In the case of a merger, the Tornos Board of Directors intends to retain the well-established Tornos and Starrag brands as well as the companies' respective local roots.

Talks between Tornos and Starrag on a possible merger are still at a very early stage. Tornos will inform in due course about the results of the evaluation of this merger project and about the next steps of negotiations with Starrag.

In the decision of the Board of Directors of Tornos to evaluate the merger with Starrag, Walter Fust and Till Fust abstained from voting due to their material connections to the Starrag Group. Walter Fust is the majority shareholder of Starrag Group Holding AG and a member of its Board of Directors. Should the negotiations come to a successful conclusion, the shareholders of both companies will have to decide on this merger at an extraordinary general meeting.