Public acquisition offer for 1&1 shares at EUR 18.50 – United Internet's stake in 1&1 to be increased to up to 90%
THE INFORMATION CONTAINED IN THIS DOCUMENT IS NOT FOR PUBLICATION, DISTRIBUTION OR DISSEMINATION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY COUNTRY WHERE SUCH PUBLICATION, DISTRIBUTION OR DISSEMINATION WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH COUNTRY.
Montabaur, May 16, 2025. United Internet AG has decided today to submit a voluntary public acquisition offer in the form of a partial offer to acquire up to 16,250,827 no-par value bearer shares of 1&1 AG not already directly held by United Internet AG, corresponding to approx. 9.19% of the share capital, each with a notional interest in the share capital of EUR 1.10 (ISIN DE0005545503).
The offer provides for the payment of EUR 18.50 per 1&1 share, which represents a premium of approx. 20% over yesterday's closing price in XETRA trading or approx. 29% over the volume-weighted average stock price in XETRA trading during the last three months.
United Internet has recently been offered 1&1 share packages for purchase. United Internet accepted these offers and exceeded the 80% shareholding threshold in 1&1 AG in April 2025.
Against this background, United Internet has now decided to make a partial public offer to all shareholders. United Internet is convinced that the offer presents all shareholders of 1&1 AG, including those with larger stakes, an attractive opportunity to obtain liquidity at a substantial premium.
With this offer, United Internet AG also aims to increase its existing stake in 1&1 from currently around 80.81% of capital stock up to 90% and strengthen its voting majority. A clear and stable shareholder structure is particularly important in view of the upcoming investments for the expansion of the 1&1 mobile network in the coming years. At the same time, a free float of at least 10% is to be maintained. This will continue to enable sufficient stock exchange trading.
The conclusion of a domination and/or profit and loss transfer agreement, a delisting and/or a squeeze-out are not planned.
The Offer will be made in accordance with the terms and conditions set forth in the offer document to be approved by the German Federal Financial Supervisory Authority (BaFin). The offer document and other information relating to the Offer will be available on the internet at www.united-internet.de/en/investor-relations/offer-2025.html.
Additionally, the publication of the offer document will be announced in the Federal Gazette (Bundesanzeiger).