ProSiebenSat. Media AG: Shareholders approve conversion of preference shares into common shares

ProSiebenSat.1 Media AG: Shareholders approve conversion of preference shares into common shares

Munich, July 23, 2013. At todays ordinary Annual General Meeting of ProSiebenSat.1 Media AG and the separate meeting for the holders of preference shares, all proposed resolutions put to vote by the Executive Board and Supervisory Board were approved by a large majority in each case. The conversion of non-voting preference shares into voting common shares was approved by 100% of the Annual General Meeting and by 99.86 % of holders of preference shares in a separate meeting.

To become effective, the conversion still needs to be entered in the commercial register, which is expected to occur in the course of the month of August.

As part of the conversion, which does not require the payment of a premium from holders of preference shares, all ProSiebenSat.1 Media AG common shares will be admitted to stock exchange trading.

The conversion ratio will be 1:1, i.e. each preference share will be converted into one common share. The ratio of participation in the share capital will therefore remain the same for all shareholders. With the conversion, ProSiebenSat.1 Media AG is simplifying the share structure and expects its attractiveness for the capital market to increase.

The Annual General Meeting also adopted a dividend payout of EUR 5.65 per eligible bearer preference share and EUR 5.63 per registered common share for the 2012 financial year. The total dividend amounts to EUR 1.201 billion. The dividend will be paid on July 24, 2013.

In addition, the Annual General Meeting granted discharge to the Executive Board and Supervisory Board for the 2012 financial year with unanimous vote.

Following the meetings, Johannes Huth was elected as Chairman of the Supervisory Board of ProSiebenSat.1 Media AG. He is partner at Kohlberg Kravis Roberts & Co. Ltd. and is responsible for the operating business in Europe, the Middle East and Africa. Since March 2007, Johannes Huth has been a member of the ProSiebenSat.1 Media AG Supervisory Board, which he already chaired from June 2009 to June 2011. Johannes Huth succeeds G tz M user, who remains a member of the ProSiebenSat.1 Supervisory Board. Dr. J rg Rockenh user was elected as Vice Chairman of the Supervisory Board of ProSiebenSat.1 Media AG. Dr. Rockenh user is Managing Partner of Permira Beteiligungsberatung GmbH and is heading its German office in Frankfurt. He became a member of the Supervisory Board in June 2009.

LINK:	http://en.prosiebensat1.com/en/newsroom/press-releases/press-lounge/pr...
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