DEAG plans delisting: Delisting-takeover offer agreed

DEAG plans delisting: Delisting-takeover offer agreed

Berlin, January 11, 2021 - DEAG Deutsche Entertainment AG ("DEAG" or the "Company"), ISIN: DE000A0Z23G6, ticker symbol: LOUD) plans to withdraw from the stock exchange ("Delisting"). For this purpose, the management board of DEAG around Prof. Peter Schwenkow has secured the support of the largest single shareholder of DEAG. In an agreement signed today with Apeiron Investment Group Ltd. ("Apeiron") and its bidder company (Musai Capital Ltd., "Bidder"), the submission of a public delisting-takeover offer was agreed as a requirement for the Delisting.

In the course of the planned Delisting, it is intended to retain the Company's legal form as a stock corporation and to continue the listing of the corporate bond 2018/2023 (WKN: A2NBF2 / ISIN: DE000A2NBF25) on the Open Market (Freiverkehr) of the Frankfurt Stock Exchange. All members of the management board as well as the supervisory board will also accompany DEAG on its further growth trajectory. Furthermore, all existing contracts with employees, service providers and artists shall remain in full force and effect.

The withdrawal from the regulated market of the Frankfurt Stock Exchange requires a prior public delisting-takeover offer to the shareholders of DEAG, so that all shareholders can still sell their shares prior to the Delisting. As a wholly-owned subsidiary of Apeiron, DEAG's longstanding and, with a shareholding of approx. 18%, largest single shareholder, the Bidder, in accordance with the agreement entered into, today announced such an offer with a consideration in cash, calculated according to the volume-weighted average share prices of the last three and the last six months as required by law for a delisting-takeover offer. According to the Bidder's calculation, this price is currently EUR 3.07 per DEAG share. The final price will be published by the Bidder in the offer document after confirmation by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht, BaFin). As a delisting-takeover offer, the offer will not be subject to any closing conditions.

Together with the U.S. investor Mike Novogratz, who holds approx. 14% of DEAG's shares through his family office Galaxy Group Investments LLC, as well as other existing shareholders of the Company, Apeiron and the Bidder have agreed on the key terms of a shareholders' agreement. The parties to the shareholders' agreement, which in total hold approximately 47% of the DEAG Shares, will not accept the planned offer for their DEAG shares. On the basis of the shareholders' agreement, subject to the successful closing of the transaction, they will exercise joint control over DEAG. In the agreement with DEAG, Apeiron and the Bidder have committed to support DEAG's further growth strategy outside the stock exchange listing.

CEO and founder of the Company, Prof. Peter Schwenkow commented: "Despite the continuing uncertainties about the future of the live entertainment industry due to the ongoing restrictions, DEAG is pleased about the continuous support and trust of all members of the management board, the supervisory board, all managing directors, partners, co-shareholders and the current major shareholders who wish to continue to jointly pursue DEAG's existing growth course in an unlisted environment of the company."

As required by law, the management board and supervisory board of DEAG will issue a reasoned statement on the public delisting-takeover offer after publication of the offer document.

About DEAG

DEAG Deutsche Entertainment AG (DEAG) is a leading entertainment service company and provider of live entertainment in Europe. With its group companies, DEAG has been present at 12 locations in its core markets of Germany, the UK, Switzerland and Ireland for more than 40 years. As a live entertainment service provider with an integrated business model, DEAG has extensive expertise in the conception, organization, marketing and holding of events.

Founded in Berlin in 1978 and listed since 1998, DEAG's core businesses today include Rock/Pop, Classics & Jazz, Family Entertainment, Arts+Exhibitions and Ticketing. Family Entertainment and Arts+Exhibitions in particular are of great importance to the further development of DEAG's own content.

In 2019, more than 5 million tickets were sold for over 4,000 events - a continuously growing proportion of which were sold via the group's own e-commerce platforms "MyTicket" and "Gigantic.com" for its own and third-party content.

With its strong partner network, DEAG is excellently positioned in the market as an internationally active Live Entertainment service company.

About the Apeiron Investment Group

Apeiron Investment Group is the family office of the German serial entrepreneur Christian Angermayer. Apeiron Investment Group focuses on financial services (especially on fintech and crypto assets), technology, life sciences, media & entertainment as well as real estate. The Apeiron Investment Group participates in seed and start-up financing as well as in larger growth investments.

About Galaxy Group Investments

Galaxy Group Investments LLC is the family office of Michael Novogratz, founder of Galaxy Digital Holdings LP and former co-founder of Fortress Investment Group. Galaxy Group Investments LLC focuses on private capital transactions across all sectors with concentrated exposure to financial services, retail, life sciences, e-sports and entertainment. Galaxy Group Investments LLC participates in all stages of the investment spectrum from seed financing to leveraged buyouts.