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COMMERZBANK AG (London Branch) - Pre Stabilisation - Fresenius SE EUR 3.5yr & 7yr

Pre-Stabilisation Notice

November 21, 2022

Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.

Fresenius SE & Co KGaA

EUR 500mil(WNG) Fixed Rate Notes due 28 May 2026

EUR 500mil(WNG) Fixed Rate Notes due 28 November 2029

Launched pursuant to the Issuer’s Debt Issuance Programme, dated 10 May 2022 and supplemented on 16 November 2022

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).

The security to be stabilised:

Issuer:

Fresenius SE & Co KGaA

Guarantor (if any):

none

Aggregate nominal amount:

3.5yr EUR 500mil(WNG)
7yr EUR500mil(WNG)

Description:

3.5yr: EUR 500mil(WNG) Fixed Rate Notes due 28 May 2026
7yr: EUR 500mil(WNG) Fixed Rate Notes due 28 November 2029

Offer price:

tbc

Other offer terms:

Debt Issuance Programme, denoms 100k/100k, listing Luxembourg Stock Exchange. Payment date 28 November 2022.

Stabilisation:

Stabilisation Coordinator:
Stabilising Managers:

Commerzbank AG
ING Bank
JP Morgan SE
UniCredit Bank AG

Stabilisation period expected to start on:

November 21, 2022

Stabilisation period expected to end on:

no later than 30 days after the proposed issue date of the securities

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.

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.

END