Hellman & Friedman plans placement of Axel Springer shares




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16.10.06

Hellman & Friedman plans placement of Axel Springer shares

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Hellman & Friedman LLC has notified the Management Board of Axel Springer AG that it is considering a placement of approximately ten percent of Axel Springer shares. Hellman & Friedman has held a 19.4 percent stake in the company since the fall of 2003. A precondition for such a placement will be a sufficiently attractive capital market environment. If this precondition is met, the shares will likely be sold in a secondary offering in Germany in conjunction with an international private placement, some time later this year. Deutsche Bank AG has been appointed as the Sole Global Coordinator for the transaction.

The Management Board of Axel Springer AG supports a placement of shares by Hellman & Friedman.

Dr. Mathias Döpfner, CEO of Axel Springer AG, said: “It has long been the view of the Management Board, and that of our bankers, advisors and many of our shareholders, that the extremely limited free-float of our shares, resulting in negligible daily trading volume, has prevented the true value of our shares being reflected in the share price. This view is strongly supported by a comparison of the prices at which the shares of other leading media, newspaper, magazine and online publishers trade. Therefore, we have encouraged, and strongly support the planned placement by Hellman & Friedman.” Mr. Döpfner continued: “Hellman & Friedman has been an outstanding partner to Axel Springer. I look forward to continuing to work with Hellman & Friedman and am pleased that Hellman & Friedman intends to remain a substantial shareholder and an active member of our supervisory board.”



Disclaimer:

This press release constitutes neither an offer to sell nor a solicitation of an offer to buy any securities. An offer will be made solely by means, and on the basis, of a prospectus to be published prior to any offering of securities of Axel Springer Aktiengesellschaft which will be published in the internet under www.axelspringer.de following its approval.

This press release and the information contained herein are not for distribution in or into the United States of America and must not be distributed to U.S. persons (as defined in Regulation S of the U.S. Securities Act of 1933, as amended (“Securities Act”) or to publications with a general circulation in the United States. This press release does not constitute an offer or invitation to purchase any securities in the United States. The securities of Axel Springer Aktiengesellschaft have not been registered under the Securities Act and may not be offered, sold or delivered within the United States or to U.S. persons absent registration or an exemption from the registration requirements of the Securities Act. There will be no public offering of securities in the United States of America.

This document is directed only at persons (i) who are outside the United Kingdom or (ii) who have professional experience in matters relating to investments falling within article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (as amended) (the "Order") or (iii) who fall within article 49(2)(a) to (d) ("high net worth companies, unincorporated associations etc.") of the Order or (iv) are persons to whom an invitation or inducement to engage in investment activity (within the meaning of section 21 of the Financial Services and Markets Act 2000) in connection with the issue or sale of any securities may otherwise be lawfully be communicated or caused to be communicated (all such persons together being referred to as "Relevant Persons"). This document is directed only at relevant persons and must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to Relevant Persons and will be engaged in only with Relevant Persons.

Press Contact Axel Springer SE: Edda Fels
Tel: +49 30 2591 77600