Price range for sale of shares in Axel Springer AG determined




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04.12.06

Price range for sale of shares in Axel Springer AG determined

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Axel Springer AG informs that the Selling Shareholders H&F Rose Partners, L.P., H&F International Rose Partners, L.P. and Brilliant 310. GmbH have determined the price range within which purchase offers may be submitted for the shares in Axel Springer AG offered by means of the offering circular dating November 24, 2006, to EUR 120.00 to EUR 135.00 per offered share. H&F Rose Partners, L.P. and H&F International Rose Partners, L.P. are funds advised by Hellman & Friedman. Hellman & Friedman have reduced the number of shares offered by them. Instead of up to 3,611,051 shares (plus a possible additional allocation of 340,000 shares) offered so far, henceforth, up to 3,271,051 shares (plus a possible additional allocation of 340,000 shares) are offered. In the event of a full placement of all offered shares including the additional allocation, the transaction volume would amount to approx. EUR 433 mill. to EUR 487 mill. The free float of Axel Springer AG would increase by approx. 10 percent.

The offer period commences on December 4, 2006 and ends on December 6, 2006 for private investors (individuals) at 12:00 a.m. CEWT and for institutional investors at 2:00 p.m. CEWT. Axel Springer expects to announce the final placement price on December 6, 2006, by means of a stock exchange release.

Hellman & Friedman have undertaken under a lock-up agreement not to sell any other shares of Axel Springer AG held by them and not to enter into transactions by which the commercial risk of the shareholding is transferred to a third party without prior written consent of Deutsche Bank Aktiengesellschaft (as Sole Global Coordinator of the offer) within a period of 90 days from the allocation of the offered shares.



DISCLAIMER:

THIS PRESS RELEASE CONSTITUTES NEITHER AN OFFER TO SELL NOR A SOLICITATION OF AN OFFER TO BUY ANY SECURITIES. THE OFFER IS BEING MADE SOLELY BY MEANS, AND ON THE BASIS OF THE PROSPECTUS, PUBLISHED IN THE INTERNET UNDER WWW.AXELSPRINGER.DE AND WILL BE AVAILABLE IN PRINT AND FREE OF CHARGE FROM THE COMPANY, INVESTOR RELATIONS, PHONE: +49 (0)30 2591-77420, THE MANAGERS AND THE ADMISSION BOARD OF THE FRANKFURT STOCK EXCHANGE.

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