Directors of the Sunrise

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.   
                                                                               
                                                                               
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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)                                                             
                                                                               
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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                                                                    
                                                                               
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08.10.2019 Veröffentlichung einer Corporate News/Finanznachricht, übermittelt  
durch DGAP - ein Service der EQS Group AG.                                     
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Die DGAP Distributionsservices umfassen gesetzliche Meldepflichten, Corporate  
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Medienarchiv unter http://www.dgap.de                                          
                                                                               
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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                                                            







                                       

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887231  08.10.2019