24 January 2020

KKR to launch public delisting offer for all outstanding Axel Springer SE shares

23 January 2020 - Traviata B.V., a holding company owned by funds advised by KKR, today announced its intention to make a public delisting offer ("Delisting Offer") for all outstanding shares (ISIN: DE0005501357, DE0005754238) of Axel Springer SE ("Axel Springer") that are not already held by KKR.

Shareholders will receive EUR 63 per Axel Springer share in cash, corresponding to the offer price of the preceding voluntary public tender offer that was completed in December 2019. Following the closing of the voluntary public tender offer in December 2019, KKR is now one of two major shareholders of Axel Springer, holding approximately 44.9 percent of Axel Springer's share capital.

Following the closing of the previous voluntary public tender offer, KKR along with Dr. hc. Friede Springer and Dr. Mathias Döpfner, formed a consortium in order to jointly further develop Axel Springer. Neither Dr. hc. Friede Springer nor Dr. Mathias Döpfner will sell shares that are held by them directly or indirectly as part of the Delisting Offer. Together they hold approximately 45.4 percent of Axel Springer's share capital.

In addition, KKR and Axel Springer today entered into an agreement, pursuant to which Axel Springer has undertaken, to the extent permissible by law, to apply for the revocation of the admission to trading of the Axel Springer shares (ISIN: DE0005501357) on the regulated market (Prime Standard) of the Frankfurt Stock Exchange (so-called delisting) prior to the expiration of the acceptance period of the Delisting Offer.

The Delisting Offer will only be made pursuant to an offer document to be approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, BaFin). This offer document will be published following receipt of permission from BaFin, at which point the Delisting Offer will commence. The offer document and other information pertaining to the Delisting Offer will be made in accordance with the German Securities Acquisition and Takeover Act (Wertpapiererwerbs-und Übernahmegesetz - WpÜG) on the following website: www.traviata-angebot.de/delisting. The acceptance period will be four weeks starting from publication of the offer document. There will be no additional acceptance period. The Delisting Offer will not be subject to any closing conditions.

announcement by KKR

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