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Freenet AG, DE000A1KQXU0

freenet AG: Clarification of voting behaviour in the Board of Directors of the Sunrise

08.10.2019 - 18:08:25

freenet AG: Clarification of voting behaviour in the Board of Directors of the Sunrise. freenet AG: Clarification of voting behaviour in the Board of Directors of the Sunrise

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DGAP-News: freenet AG / Schlagwort(e): Stellungnahme

freenet AG: Clarification of voting behaviour in the Board of Directors of

the Sunrise (News mit Zusatzmaterial)

08.10.2019 / 18:06

Für den Inhalt der Mitteilung ist der Emittent / Herausgeber verantwortlich.

Clarification of voting behaviour in the Board of Directors of the Sunrise

Dear Fellow Sunrise Shareholders,

As member of the Board of Directors of Sunrise, we would like to set the

record straight about our position relating to Sunrise's proposed

transaction and correct Sunrise's reporting that we changed our opinion on

the transaction overtime.

As part of their efforts to pursue support for the proposed transaction,

Sunrise has chosen to disclose confidential board and board committee

discussions in an attempt to somehow discredit our service on the Board of

Directors of Sunrise. However, their statement that we changed our

perspective on the merits of the transaction during this process is patently

not true and their selective disclosure therefore only serves to further

mislead shareholders. While we believe that board discussions should remain

confidential, we feel compelled in this case to provide Sunrise shareholders

with the facts as clearly as possible within legal boundaries.

We made our concerns about an all-cash structure for UPC very clear to the

Board of Directors of Sunrise from the outset and have remained consistent

in our view throughout. While we agreed with a continuation of the

negotiation process in the early stages to explore whether alternative terms

could be agreed, it is misleading and incorrect for Sunrise to present this

as having been "supportive" of the all-cash-deal. In fact, on two separate

occasions in January 2019 at the Board of Directors of Sunrise (once the

unfavourable deal terms became more tangible), we voted against the deal due

to its structure and shared our opposition publicly. And ultimately, when

the proposed deal was presented to the Board of Directors for final

approval, we voted against.

We have been consistent in our opposition from the outset and, as more

information has become available, our opposition has only strengthened. From

our extensive experience in the telecoms sector and detailed review of the

proposed deal, it is clear to us that the UPC Switzerland transaction is not

in the best interests of Sunrise and its shareholders and thus should be

rejected at this month's EGM.

- Since the deal's announcement in January, Sunrise's share price has

declined and we fear there will be further downside if the transaction were

to move ahead

- We question the sustainability of the cable industry and believe that its

decline across markets will only accelerate as the switch to 5G becomes

mainstream

- The deal is expensive and given the cable industry's as well as UPC's

challenges, Sunrise shareholders will pay too much for UPC Switzerland

- The deal's all-cash structure is not in the best interest of Sunrise and

its shareholders

- Sunrise will continue to thrive as a stand-alone company and there are

more cost-effective alternatives than UPC Switzerland to further drive

convergence

We remain committed to the best interests of Sunrise and its shareholders

and therefore consistent in our opposition to the proposed deal. Increasing

the value of Sunrise is in the interest of all its shareholders. We are not

the only shareholder that has been public in their opposition, and encourage

all shareholders to oppose the UPC Switzerland transaction and the

corresponding capital increase on 23 October 2019.

Best regards,

Christoph Vilanek Ingo Arnold

CEO of freenet AG CFO of freenet AG

Member of the Board of Directors of Member of the Board of Directors of

Sunrise Communications Group AG Sunrise Communications Group AG

(since April 2016) (since April 2019)

Zusatzmaterial zur Meldung:

Dokument: http://n.eqs.com/c/fncls.ssp?u=MOLJIPOKSI

Dokumenttitel: Clarification of voting behaviour in the Board of Directors

of the Sunrise

08.10.2019 Veröffentlichung einer Corporate News/Finanznachricht,

übermittelt durch DGAP - ein Service der EQS Group AG.

Für den Inhalt der Mitteilung ist der Emittent / Herausgeber verantwortlich.

Die DGAP Distributionsservices umfassen gesetzliche Meldepflichten,

Corporate News/Finanznachrichten und Pressemitteilungen.

Medienarchiv unter http://www.dgap.de

Sprache: Deutsch

Unternehmen: freenet AG

Hollerstraße 126

24782 Büdelsdorf

Deutschland

Telefon: +49 (0)40 51306-778

Fax: +49 (0)40 51306-970

E-Mail: ir@freenet.ag

Internet: www.freenet-group.de

ISIN: DE000A0Z2ZZ5, DE000A1KQXU0

WKN: A0Z2ZZ , A1KQXU

Indizes: MDAX, TecDAX

Börsen: Regulierter Markt in Frankfurt (Prime Standard);

Freiverkehr in Berlin, Düsseldorf, Hamburg, Hannover,

München, Stuttgart, Tradegate Exchange

EQS News ID: 887231

Ende der Mitteilung DGAP News-Service

887231 08.10.2019

°

@ dpa.de