TRATON shares to be offered within price range of EUR 27 to EUR 33 per share

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Volkswagen AG and TRATON SE, have set the framework for the envisaged Initial Public Offering (“IPO”) of TRATON in the regulated market segments of the Frankfurt Stock Exchange (Prime Standard) and the Nasdaq Stockholm (Large Cap Segment). The price range for the shares has been set at EUR 27.00 to EUR 33.00 per share. The first day of trading for TRATON shares is expected on June 28, 2019. The offer is subject to the approval of the securities prospectus by the German Federal Financial Supervisory Authority (BaFin), which is expected in the coming days. The offer period is expected to begin on June 17, 2019 and to end on June 27, 2019.

Frank Witter, CFO of Volkswagen, said: “I am pleased that we have reached another milestone on TRATON’s route to the IPO. We are now all set for the decisive phase. The IPO is driven by the aim to create value for our stakeholders.”

Andreas Renschler, CEO of TRATON member of the Board of Management of Volkswagen, said: “We are confident as we are heading for the finishing line. A strong team effort has brought us here. We believe TRATON is an attractive investment and feedback from investors and analysts strengthens this belief.”

The price range for the shares has been set at EUR 27.00 to EUR 33.00 per share, corresponding to approximately SEK 288.92 to SEK 353.12, as calculated based on the EUR/SEK exchange rate on June 13, 2019, at 17.00 CEST.

The offer will comprise two components:

(1) The base offer will consist of 50,000,000 existing ordinary bearer shares with no par value from the holdings of TRATON’s sole shareholder Volkswagen (“Base Shares”).

(2) Up to 7,500,000 additional existing bearer shares with no par value from the holdings of Volkswagen may be offered to cover possible over-allotments (“Greenshoe Option”).

The offer period will commence after approval and publication of the prospectus and is expected to expire on June 27, 2019. During this period, interested investors may place orders for TRATON shares. Offers to purchase shares may be submitted until 12pm CEST by private investors and 2pm by institutional investors on the last day of the offer period.

Depending on the final number of shares placed and the issue price, the total offer volume ranges between EUR 1.553 billion and EUR 1.898 billion. The price range translates to a total valuation of between EUR 13.5 billion and EUR 16.5 billion. The free float ranges from 10.00% to 11.50% of TRATON’s outstanding capital. TRATON and Volkswagen have agreed to a customary lock-up period of 6 months from the first day of trading. All proceeds from the sale of the Base Shares as well as Over-Allotment Shares will flow to the Existing Shareholder.

Based on the order book prepared during the bookbuilding process, the final offer price per share and the final number of shares to be sold are expected to be determined on or around June 27, 2019. Trading of the Company’s shares on the regulated market segment (Prime Standard) of the Frankfurt Stock Exchange and on the Main market at Nasdaq Stockholm is expected to begin on June 28, 2019.

Citigroup, Deutsche Bank, Goldman Sachs International and J.P. Morgan are acting as Joint Global Coordinators. BofA Merrill Lynch, Barclays, BNP Paribas, SEB and UniCredit Bank AG, together with the Joint Global Coordinators, are acting as Joint Bookrunners. COMMERZBANK, HSBC, Société Générale and Landesbank Baden-Württemberg are acting as Co-Lead Managers.

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