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11 Bermudiana Road
Frankfurt am Main, 60311, MI
Germany
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ZF Europe Finance B.V. EUR1bn 5.50% Notes due 2032
Post Stabilisation Notice
12 February 2026
Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.
ZF Europe Finance B.V., Amsterdam, The Netherlands
EUR1bn 5.50% Notes due 17 February 2032
Launched pursuant to the Issuer's Base Prospectus, dated 8 May 2025, Supplement No. 1 dated 2 June 2025, Supplement No. 2 dated 1 October 2025, Supplement No. 3 dated 6 February 2026
Commerzbank (contact: Ian Turner; telephone: +44 207 475 1817) hereby gives notice that no stabilisation (within the meaning of Article 3.2 (d) of the Market Abuse Regulation (EU Regulation 596/2014) was undertaken by the Stabilising Managers named below in relation to the offer of the following securities.
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Issuer: |
ZF Europe Finance B.V. |
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Guarantor (if any): |
ZF Friedrichshafen AG |
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ISIN: |
XS3296386264 |
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Aggregate nominal amount: |
€ 1,000,000,000 |
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Description: |
5.50% Notes due 17 February 2032 |
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Stabilisaiton Coordinator: Stabilisation Managers: |
Commerzbank AG BNP Paribas SA LBBW UniCredit Bank AG |
This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.
This announcement is not for distribution, directly or indirectly, in or into the United States or any other jurisdiction in which such distribution would be unlawful.
ZF Europe Finance B.V EUR 6yr Fixed Rate
Pre-Stabilisation Notice
09 February 2026
Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.
ZF Europe Finance B.V., Amsterdam, The Netherlands
EUR Benchmark Fixed Rate Notes due 17 February 2032
Launched pursuant to the Issuer's Base Prospectus, dated 8 May 2025, Supplement No. 1 dated 2 June 2025, Supplement No. 2 dated 1 October 2025, Supplement No. 3 dated 6 February 2026
Commerzbank AG (contact: Ian Turner; telephone: +44-207-7475-1817) hereby announces, as Stabilisation Coordinator, that the Stabilising Managers named below may stabilise the offer of the following securities in accordance with Commission Delegated Regulation (EU) 2016/1052 under the Market Abuse Regulation (EU Regulation 596/2014).
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The security to be stabilised: |
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Issuer: |
ZF Europe Finance B.V., Amsterdam, The Netherlands |
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Guarantor (if any): |
ZF Friedrichshafen AG, Friedrichshafen, Germany |
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Aggregate nominal amount: |
EUR Benchmark |
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Description: |
EUR Guaranteed Fixed Rate Notes due 17 February 2032 |
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Offer price: |
Tbc |
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Other offer terms: |
DIP documentation, denoms 100k/100k, listing Luxemourg Stock Exchange |
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Stabilisation: |
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Stabilisation Coordinator: Stabilising Managers: |
Commerzbank AG BNP Paribas SA LBBW UniCredit Bank AG |
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Stabilisation period expected to start on: |
February 09, 2026 |
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Stabilisation period expected to end on: |
no later than 30 days after the proposed issue date of the securities |
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Existence, maximum size and conditions of use of over-allotment facility. |
The Stabilising Managers may over-allot the securities to the extent permitted in accordance with applicable law. |
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Stabilisation trading venue: |
Luxembourg Stock Exchange |
In connection with the offer of the above securities, the Stabilising Manager(s) may over-allot the securities or effect transactions with a view to supporting the market price of the securities during the stabilisation period at a level higher than that which might otherwise prevail. However, stabilisation may not necessarily occur and any stabilisation action, if begun, may cease at any time Any stabilisation action or over-allotment shall be conducted in accordance with all applicable laws and rules.
This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.
This announcement is not for distribution, directly or indirectly, in or into the United States or any other jurisdiction in which such distribution would be unlawful.
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