ProSiebenSat 1 Media : .1 sells WindStar Medical to Oakley Capital and increases enterprise value by 2.4x

Unterföhring/Wehrheim, October 22, 2020: ProSiebenSat.1 subsidiary NuCom Group, in which General Atlantic is a minority investor with a 28.4% stake, is selling its entire stake of 92% in WindStar Medical Holding to Oakley Capital. The financial investor also acquires the remaining 8% currently held by minority shareholders. The enterprise value of WindStar Medical underlying the transaction is at EUR 280 million with expected 2020 revenues of EUR 127 million and an adjusted EBITDA of EUR 21 million. This corresponds to an adjusted EBITDA multiple of 13.6x.

WindStar Medical is one of the leading providers of healthcare products in Germany. The company develops and distributes high-quality medical products and over-the-counter pharmaceuticals for drugstores, supermarkets and pharmacies. The company's product range includes successful healthcare brands such as SOS, GreenDoc and BodyMedica. In addition, Windstar Medical advises companies on the selection of their assortment of over-the-counter drugs and offers a wide range of private labels. Windstar Medical has been part of ProSiebenSat.1 since 2016. In 2018, the company became part of NuCom Group, which is majority-owned by ProSiebenSat.1 with General Atlantic as minority investor. By establishing and expanding its brand business and the successful implementation of TV advertising campaigns, the company expanded its market position considerably and significantly increased the brand awareness of its products. In order to further strengthen the brand recognition in the future, a multi-year advertising partnership with WindStar Medical was concluded as part of the transaction. Over the past few years, the Group has supported WindStar Medical's growth by the digitalization of the business, the establishment of new sales channels and, in particular the acquisition of the over-the-counter (OTC) brand Zirkulin. The company thus increased its revenues by around 80% from EUR 70 million in 2016 to around EUR 127 million in 2020 (expectation). In this period, the enterprise value has increased by 2.4x, also taking into account the acquisition of Zirkulin.

Rainer Beaujean, Chairman of the Executive Board & Chief Financial Officer of ProSiebenSat.1 Media SE: 'We have significantly grown the awareness of the WindStar brands through advertising on our channels and platforms. This in particular enabled us to increase the enterprise value of WindStar Medical in an impressive way by 2.4x in just four years. This clearly demonstrates the added value that we can generate through synergies with our entertainment business. With this sale, we are consistently pursuing our strategy of actively managing the portfolio. In addition to value-enhancing acquisitions, such as 'The Meet Group', this strategy also relies on divestments - especially when ProSiebenSat.1's contribution to the next stage of growth is limited and we are no longer the best owner for a business. This allows us to focus our portfolio and leverage greater synergies. At the same time, we are able to reduce our financial leverage ratio with the proceeds from the sale, giving us more leeway to make future value-creating investments in the consumer Internet sector.'

Florian Tappeiner, Co-CEO of NuCom Group SE: 'WindStar Medical is one of the fastest growing OTC companies in Germany. Together with CEO René Flaschker and the entire WindStar team, we accelerated the brands' growth launched new products and expanded distribution channels in recent years. It was a great pleasure to accompany WindStar Medical on this journey and we wish the company every success for the next chapter.'

Peter Dubens, Managing Partner of Oakley Capital: 'WindStar Medical is a unique OTC platform in a highly attractive space that Oakley is excited to be investing in, having closely followed both the development of the business and management over recent years. We look forward to working together with the team and utilising our broad expertise in digitalisation, go-to-market and M&A to help WindStar Medical accelerate its growth trajectory in Germany and international markets.'

Jörn Nikolay, Managing Director of General Atlantic: 'The growth of WindStar Medical and the value increase in the context of the now completed sale underline our successful partnership with ProSiebenSat.1 and NuCom Group. Our special thanks go to René Flaschker and the team. We are delighted that the company has found a good partner in Oakley Capital for the next phase of growth.'

René Flaschker, CEO of WindStar Medical: 'Together with NuCom Group, we have positioned WindStar Medical very well for future growth. The transaction in these highly volatile times once again underlines the attractiveness and potential of WindStar Medical. We have created a diversified product portfolio through acquisitions and ProSiebenSat.1's marketing power - now we are ready for the next stage of growth. With our new partner Oakley Capital, we want to continue on this successful journey and drive our internationalization forward.'

The sale of WindStar Medical is subject to the approval of relevant antitrust authorities. Closing of the transaction as well as the subsequent deconsolidation are expected for the fourth quarter of 2020.