Warner Music Group Confirms Its Indication of Interest in Relation to French Digital Music Company Believe SA - Seite 2

WMG notes that the Consortium, after having been made aware of WMG’s proposal, has decided to waive the conditions precedent relating to the block acquisitions (related to the issuance of a fairness opinion by the independent expert appointed by the ad hoc committee and the issuance by the Company’s board of directors of its recommendation with respect to the offer, following consultation of the Company’s works council) included in the agreements transferring to it c.72% of Believe’s share capital. WMG considers that such a waiver violates a number of rules of French securities regulations which are meant to protect shareholders (including the sellers and their investors) and the Company, and that the validity of such waiver could be challenged.

WMG is currently awaiting access to the due diligence information requested on February 27, 2024, and which it considers key to allow it to submit a formal proposal, as the case may be, with respect to the Transaction and confirm its indicative price of at least €17/share (coupon attached) based on the elements mentioned above.

WMG will keep the market updated on any further material developments relating to the above situation.

DISCLAIMER
This press release has been prepared for information purposes only. It does not constitute an offer to purchase, or the solicitation of an offer to sell any securities of Believe, or an offer to sell, in any jurisdiction, including France. There is no certainty that the Transaction mentioned above will be further pursued or completed. The dissemination, publication or distribution of this press release may be subject to specific regulations or restrictions in certain jurisdictions. Accordingly, persons who come into possession of this press release should inform themselves of and observe these local restrictions. WMG disclaims any responsibility or liability for the violation of any such restrictions by any person.

About Warner Music Group
Warner Music Group (WMG) brings together artists, songwriters, entrepreneurs, and technology that are moving entertainment culture across the globe. Operating in more than 70 countries through a network of affiliates and licensees, WMG’s Recorded Music division includes renowned labels such as 10K Projects, 300 Entertainment, Asylum, Atlantic, Big Beat, Elektra, Erato, First Night, Fueled By Ramen, Nonesuch, Parlophone, Reprise, Rhino, Roadrunner, Sire, Spinnin’, Warner Records, Warner Classics, and Warner Music Nashville. WMG’s music publishing arm, Warner Chappell Music, has a catalog of over one million copyrights spanning every musical genre, from the standards of the Great American Songbook to the biggest hits of the 21st century. Warner Music Group is also home to ADA, which supports the independent community, as well as artist services division WMX. In addition, WMG counts film and television storytelling powerhouse Warner Music Entertainment among its many brands. Follow WMG on Instagram, X, TikTok, LinkedIn, and Facebook.