Final offer price for IPO of IONOS Group SE set at EUR 18.50 per share

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• Total placement volume of EUR 447 million, assuming full exercise of the greenshoe option
• Final offer price implies an enterprise value¹ of EUR 3.93 billion and a market capitalization of EUR 2.59 billion
• Expected free float, assuming full exercise of the greenshoe option, of 17.3%
• Shares expected to begin trading on the Frankfurt Stock Exchange on 8 February 2023

Karlsruhe/Berlin, February 7, 2023. United Internet AG (“United Internet”) and WP XII Venture Holdings II SCSp (“WP XII”), an affiliate of Warburg Pincus (together “Warburg Pincus”), the shareholders of IONOS Group SE (75.1% and 24.9%, respectively), today announced the final offer price for the shares in IONOS Group SE (together with its subsidiaries “IONOS” or the “Company”), the leading European digitalization partner for small and mediumsized businesses (“SMB”), at EUR 18.50 per share.

Assuming full exercise of the greenshoe option, the total placement volume amounts to approx. EUR 447 million at the final offer price. The expected free float, assuming full exercise of the greenshoe option, amounts to 17.3%. Upon completion of the offering and assuming full exercise of the greenshoe option, United Internet will hold c. 62.1% and WP XII will hold c. 20.6% of the shares in the Company.

Achim Weiss, CEO of IONOS Group SE, said, “We are beyond excited about this important milestone for IONOS. Our continuous efforts in driving the digitalization of SMBs have made IONOS the clear European market leader in web hosting. Our success and bright future have attracted a global investor base. With increased strategic flexibility and visibility as a listed company, we plan to further strengthen our leading market positions and support an increasing number of businesses moving online with the digital solutions they need for their operational success. We look forward to delivering on our strategy and achieving the clear targets we have set for ourselves.”

Ralph Dommermuth, Chairman of the Supervisory Board of IONOS Group SE and CEO of United Internet AG, said, “Today‘s share placement is proof that IONOS, as a company that combines a resilient business model with outstanding long-term potential, has been able to succeed in a selective market environment for IPOs. We are pleased that IONOS’ strong management team will continue to lead the company independently following the IPO. As a majority shareholder, we look forward to the next chapter in IONOS' history.”

René Obermann, Co-Head Europe of Warburg Pincus and Member of the Supervisory Board of IONOS Group SE, added, “IONOS has a strong, proven business model and is led by a competent management team. We are convinced that IONOS, as a European market leader, will take advantage of further profitable growth opportunities as SMBs are continuously expanding and improving their online presence.”

24,150,000 shares from the holdings of United Internet and Warburg Pincus are being placed with investors, consisting of 15,771,000 ordinary registered shares with no par value from the holdings of United Internet AG, 5,229,000 ordinary registered shares with no par value from the holdings of Warburg Pincus and 3,150,000 additional ordinary registered shares with no par value from an over-allotment in connection with the greenshoe option from the holdings of United Internet and WP XII.

Retail investors that placed orders with syndicate banks were allocated approximately 6.5% of the total placement volume of, in aggregate, 24,150,000 shares (including 3,150,000 shares in connection with over-allotments). All orders placed by retail investors with syndicate banks were allocated according to the following allocation key: Up to an amount of 80 shares, each order received a full allocation. Higher orders were allocated approximately 20% for the shares exceeding this amount. The “Principles for the allocation of shares to retail investors” issued by the German Ministry of Finance’s Stock Exchange Experts were followed and the allocation to retail investors in connection with the offering followed the same criteria for all syndicate banks and their affiliated institutions.

IONOS Group SE’s shares are planned to be listed on the Regulated Market of the Frankfurt Stock Exchange (Prime Standard) under the ISIN: DE000A3E00M1, WKN: A3E00M, Ticker Symbol: IOS. The first day of trading is scheduled for February 8, 2023.

IONOS, United Internet and WP XII have each agreed to a customary lock-up period of 180 days from the first day of trading.

J.P. Morgan, Berenberg, Deutsche Bank and BNP PARIBAS are acting as the Joint Global Coordinators. Barclays and Goldman Sachs are acting as Joint Bookrunners. COMMERZBANK, DZ BANK and Landesbank Baden-Württemberg are Co-Lead Managers.

¹ Calculated on September 30, 2022 basis (i.e., expected market capitalization based on registered share capital and offer price of EUR 18.50, plus net debt calculated as the sum of non-current liabilities to related parties, current liabilities to related parties, and current liabilities due to banks less receivables from related parties and cash and cash equivalents, plus lease liabilities).

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