Ad-hoc-Announcement pursuant to Section 15 WpHG: Axel Springer AG intends placement of own shares simultaneously with a block of shares held by Deutsche Bank AG




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23.04.10

Ad-hoc-Announcement pursuant to Section 15 WpHG: Axel Springer AG intends placement of own shares simultaneously with a block of shares held by Deutsche Bank AG

To press release overview

Axel Springer AG intends to place a total number of up to approximately 2.93 million own shares (approximately 8.9% of the share capital) to institutional investors. The placement of these shares is to be implemented simultaneously with the placement of a block of shares consisting of a total number of up to approximately 2.75 million shares in Axel Springer AG (approximately 8.3% of the share capital) held by Deutsche Bank AG. The Management Board and the Supervisory Board of Axel Springer resolved on an approval in general of the intention to perform such placement of own shares in a joint meeting today. It is currently intended to perform such placement within the current quarter of the year.

In total the intended placement therefore includes up to approximately 5.68 million shares; that corresponds to approximately 17.2% of the share capital of Axel Springer AG. In case such placement is executed entirely, from a today’s perspective the free float in the company’s shares will be increased from approximately 23% to beyond 40%. The placement of the shares held by Axel Springer AG itself will be based on a respective authorization by the Shareholders’ Meeting that authorizes Axel Springer AG to issue own shares against cash with the exclusion of preemptive rights of the shareholders and that is to be renewed on today’s shareholders’ meeting.

The decision to place the company’s own shares and the details thereon are subject to appropriate market conditions at the time the transaction is performed.

Berlin, April 23, 2010
Axel Springer Aktiengesellschaft
Axel-Springer-Straße 65
D-10888 Berlin
ISIN: DE0005501357; DE0005754238
WKN: 550 135; 575 423

Listed: Regulated Market in Frankfurt am Main (Prime Standard); unofficial market (Freiverkehr) in Berlin-Bremen, Düsseldorf, Hamburg, Munich and Stuttgart

Disclaimer: This announcement is a mandatory announcement pursuant to Section 15 German Securities Trading Act (WpHG). Neither this announcement nor the information contained therein constitute an offer to sell or a solicitation for an offer to purchase any securities. In particular, this announcement and the information contained therein does not constitute an offer to sell or a solicitation for an offer to purchase any securities in the United States of America. The distribution of this announcement as well as an offer or sale of securities of Axel Springer AG can be subject to certain legal limitations in certain legal systems. Persons that read this announcement should seek information about those limitations and should comply with them. The securities mentioned herein have not been and will not be registered under the U.S. Securities Act of 1933 (as amended) and they may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.