NEWS RELEASE

CH Rotkreuz, 10 May 2019

mobilezone takes over SH Telekommunikation Deutschland GmbH

Rotkreuz, 10 May 2019 – mobilezone takes over 100 percent of shares in SH Telekommunikation Deutschland GmbH («SH»), with head office in Cologne. As an independent online company, SH markets mobile phone contracts. The takeover consolidates and strengthens mobilezone's presence in Germany and, in particular, its competence in e-commerce with the online platform www.sparhandy.de.

mobilezone today concluded an agreement with both SH partners on the purchase of 100 percent of shares of SH. Both partners, the founder of SH Wilke Stroman and Haubrich Verwaltungs SE, Düsseldorf, will continue to enjoy close links with the company. Wilke Stroman will continue to manage SH as its managing director and together with Haubrich Verwaltungs SE as significant shareholders will hold almost 10 percent of mobilezone holding ag.

SH specialises in mediating mobile and landline contracts in Germany. In financial year 2018, sales of EUR 517 million with a normalised EBIT of EUR 10.1 million were achieved. SH employs 250 staff.

Merger creates a stronger mobilezone in Germany, with a focus on the online business

Together with its own brand www.deinhandy.de, the acquisition of SH makes mobilezone the largest online reseller for mobile phone contract offers in Germany. In the last three years, SH has increased its online business with the established brand www.sparhandy.de on average by 15 percent; in 2018, the online business achieved sales of EUR 147 million.

New growth potential in core market of Germany with attractive margin synergies

• The mobilezone Group will conclude more than 1 million mobile phone contracts per year in Germany.
• SH incorporates the existing business relationship with the ElectronicPartner Group into the transaction.
• The close business relationship with MEDIMAX markets (120 POS) likewise remains secure for the long term.
• With Sparhandy.TV, SH operates its own TV station to sell mobile phone contracts. In 2018, 50,000 mobile phone contracts were sold through this channel.
• SH operates its own MVNO business with 50,000 clients on the Telekom network with the «HIGH» brand.

Breakdown of sales SH 2018:

• Own online channel: EUR 147 million.
• Specialist retail, distribution and wholesale: EUR 370 million.

Comments by the CEO Markus Bernhard and the Executive Board members Murat Ayhan and Akin Erdem

Markus Bernhard, CEO of mobilezone: «The integration of SH into the mobilezone Group is another very important strategic step in implementing our communicated growth strategy. Strengthening our online business was the main motivator for the transaction.»

Murat Ayhan and Akin Erdem, Executive Board members of mobilezone holding ag / Managing Director of TPHCom GmbH and einsAmobile GmbH: “We are delighted about the reinforcement to our business and the cooperation with Wilke and his successful team. The bolstered position opens up new opportunities in Germany for our sales partners and customers, both online and offline. Both companies will benefit from each other, and this will lead to additional growth.»

Comments by the selling partner of SH

Wilke Stroman, Managing Director and partner of SH: «SH will greatly strengthen the business activities of mobilezone in Germany, predominantly in the online business with sparhandy.de. I am convinced that SH will give a crucial boost towards increasing the value of the mobilezone group. As a new shareholder of mobilezone, I plan to actively support the continued development of the mobilezone Group over the coming years.»

Hartmut Haubich, Chairman of the Board of Directors of Haubrich Verwaltungs SE: «With the affiliation now agreed under company law, all the companies involved have strengthened their position. In the highly competitive telecommunication markets in Germany and Switzerland, they have established a future-proof alliance. With a role on the Board of Directors of mobilezone holding ag, Haubrich Verwaltungs SE will support the successful future of the company. We look forward to that.»

The purchase price of SH consists of three components: a basic purchase price in cash, an equity component of the same amount of 4'466'376 in mobilezone shares, and an additional earn-out component of EUR 3 million. The sellers of the SH have signed a lock-up agreement committing themselves to keeping 50 percent of the shares for two years and the further 50 percent for three years. 4 million mobilezone shares are being created from the approved capital. The basic purchase price (cash and equity component) corresponds to a multiple of 7.4 the normalized EBIT for 2018 of EUR 10.1 million. SH is well capitalized, with capital resources of EUR 30 million. The financing of the cash component will be implemented via a bank loan.

Further information:

• The transaction is to be carried out subject to the required approval of the Federal Cartel Office.
• mobilezone continues to be a circumspect capital structure and is duty-bound to adhere to the existing dividend strategy.
• At the next general assembly, the company's Board of Directors intends to propose the shareholder Haubrich Verwaltungs SE for election to the Board of Directors of mobilezone holding ag.
• Adjustments to the Financial Guidance 2019 will be announced on 23 August 2019 when the interim report is published.

Information for journalists, analysts and shareholders:  

• Inquiries from journalists and analysts via mobilezoneholding@mobilezone.ch will be answered today, Friday, until 6.15 pm.
• Interested shareholders, analysts and journalists can take part in a conference call on Monday, 13 May 2019 at 8.30 am. Further information www.mobilezoneholding.ch/de/investoren/finanzkalender.html

For queries or further information:

Markus Bernhard

Chief Executive Officer

mobilezone holding ag

mobilezoneholding@mobilezone.ch

Company profile of mobilezone

Established in 1999, mobilezone holding ag (stock ticker symbol SIX: MOZN) achieved sales of CHF 1,196 million and a consolidated profit of CHF 39.5 million in fiscal year 2018 and is the leading independent telecom specialist in Switzerland and Germany. 

The mobilezone Group currently has a staff of about 930 employees in its locations in Rotkreuz, Urnäsch, Zweidlen, Vienna (Austria), Obertshausen (Germany), Berlin (Germany), and Münster (Germany). The company offers the complete product line of mobile phones as well as price plans of all providers for mobile and fixed-line telephony, digital TV, and Internet. Independent consulting, services for individual and business customers, and repair services as well as activities in the wholesale business and as supplier for specialist stores complete mobilezone’s range of offerings. The services and products are offered in 120 shops in Switzerland as well as in 73 Ashops in Germany (partner shops) and online via various web portals.

Company profile SH Telekommunikation Deutschland GmbH (SH)

SH Telekommunikation Deutschland GmbH is one of the fastest-growing companies in the field of telecommunications. The company has been led by its founder Wilke Stroman since its inception in 2000. Since 2015, the company has been majority-owned (50.1%) by the ElectronicPartner Group, which also owns the superstore chain MEDIMAX and which achieved sales of more than EUR 500 million in 2018. The company is predominantly known to end customers for its TÜV-Süd certified end customer portal sparhandy.de. With its indirect distribution business, the company is furthermore responsible for purchasing, sales and logistics for its own brand Sparhandy as well as the ElectronicPartner partners and its own trade partners. SH supports more than 1,500 affiliated retailers across Germany and thus benefits from long-term, strategic partnerships with notable partners such as Samsung, Huawei and Vodafone. Further information can be found at www.sh.de.