Two Forces Collide at OHB’s AGM: A Record Backlog and a 20% Dilution Threat

OHB shareholders face decision on €1.2B capital raise that could dilute shares 20%, while KKR must sell 20% stake by June; stock down 46% from high.

When OHB shareholders log into the virtual annual general meeting on Monday, they will face a stark choice: approve a sweeping capital-raising mandate that could dilute their holdings by a fifth, or reject it and see the company’s growth pipeline starved of funding. The vote is complicated by a separate, looming overhang – private equity firm KKR, which owns roughly 29% of the Bremen-based space group, needs to offload about 20 percentage points of that stake before the end of June.

The management is asking investors to grant the board authority to issue convertible bonds, warrant-linked bonds, and participating rights with an aggregate face value of up to €1.2 billion through 2031. Accompanying the request is a plan for contingent capital (Bedingtes Kapital 2026/I) that could expand the share count by as much as 20% of the current equity base. The German Shareholder Protection Association (DSW) has come out swinging, urging holders to vote against the measure. Its central objection: the broad exclusion of subscription rights would structurally disadvantage existing shareholders, exposing them to significant dilution without the customary opportunity to participate in future capital increases.

KKR’s situation adds another layer of pressure. The financier, which holds roughly 29% of OHB, must place about 20 percentage points of that package by 30 June. A transaction originally slated for 12 June was postponed, heightening uncertainty about the price at which the shares will hit the market. If the placement price lands well below the current level, selling pressure could intensify further – a risk that has already contributed to the stock’s steep decline.

Operationally, OHB’s case for needing financial firepower is solid. In the first quarter, total output rose 15% year-on-year to €279.3 million, while the order backlog swelled to a record €3.354 billion. Adjusted EBITDA reached €27.3 million, underscoring a strong project pipeline in earth observation and satellite navigation – segments where system integrators like OHB are structurally benefiting from Europe’s growing space ambitions. The management argues that the requested flexibility is essential to fund this expansion, particularly as the company eyes larger contracts that require upfront investment.

Shareholders, however, have been voting with their feet. On Friday, the stock plunged 9.15% to close at €372.50, capping a weekly loss of 14.47%. Since touching a 52-week high of €688 in May, the equity has shed nearly 46% of its value, with the 30-day annualised volatility hitting a staggering 142%. The next technical milestone is the 50-day moving average at €354.71 – a level traders say must hold to prevent a slide toward the 200-day line. All eyes are now on Monday’s ballot: a rejection of the capital plans would remove the immediate dilution risk, while approval would leave the stock at the mercy of both KKR’s June deadline and the market’s appetite for new paper.