Commentary & Deal Flow

IPTs: L3yr: MS+90a L9yr: MS+140a

• Issuer: Heidelberg Materials AG
• Issuer LEI: LZ2C6E0W5W7LQMX5ZI37
• Issuer Ratings: Baa2 (positive) / BBB (positive) (Moody's/S&P)
• Exp. Issue Ratings: Baa2 / BBB (Moody's/S&P)
• Status: Senior, Unsecured
• Format: Reg S, Bearer, NGN
• Size: € Benchmark (each tranche)
• Trade Date: 19-May-26
• Settlement: 27-May-26 (T+6)
• Maturity:
• • L3yr: 10-Oct-29
  • L9yr: 18-Jul-35
• Coupon:
• • L3yr: Fxd, Ann., Act/Act ICMA, short first coupon
  • L9yr: Fxd, Ann., Act/Act ICMA, long first coupon
• Early Redemption:
• • L3yr: Tax Call / CoC @ 101% / Clean-up Call (80%)/ 1m Par Call <GO>
  • L9yr: Tax Call / CoC @ 101% / Clean-up Call (80%) / 3m Par Call
• Acquisition Call:
• • L3yr: Applicable (optional), at 100.5% of the aggregate principal amount in case (i) the acquisition of Maas Group has not closed or (ii) the Issuer has publicly stated that it no longer intends to pursue the Transaction, in each case <GO> prior to 31 March 2027
  • L9yr: Applicable (optional), at 101.0% of the aggregate principal amount in case (i) the acquisition of Maas Group has not closed or (ii) the Issuer has publicly stated that it no longer intends to pursue the Transaction, in each case prior to 31 March 2027
• Docs: EMTN / Lux. Listing (Regulated Market) / German Law / €1x1k denoms
• Selling Restrictions: Reg S, Cat2, TEFRA D and as per the Prospectus. No communications with or into the US. The issuer will not give consent to use prospectus for subsequent sales / No offer period
• Sales into Canada: Sales into Ontario, Alberta, British Columbia only, subject to compliance with applicable law
• Passporting: Austria, Germany, Ireland, Netherlands
• UoP: General corporate purposes, including financing acquisitions
• Global Coordinators: Citigroup, ING (B&D)
• Joint Bookrunners: BofA Securities, Citigroup (GC), Commerzbank, ING (GC, B&D), SEB, Standard Chartered Bank AG
• Target Market / PRIIPs: Manufacturer target market (MiFID II product governance and UK MiFIR product governance rules) is eligible counterparties, professional clients and retail clients (all distribution channels). No UK PRIIPs/CCI product summary or EU PRIIPs key information document (KID) will be prepared. <GO>
• Advertisement: The Base Prospectus dated 29-Apr-26 is available and the Final Terms, when published, will be available on the website of the Luxembourg Stock Exchange (https://www.luxse.com/issuer/HeidelbergMat/47254)
• Timing: Books open, today’s business