Share Buyback 2008

ProSieben Sat.1 Media AG intends to purchase 1 Percent of its Preferred Stock

The Executive Board ProSiebenSat.1 Media AG resolved on March 4, 2008 that ProSiebenSat.1 Media AG will repurchase a total number of up to 1,127,500 shares of non-voting preferred stock via the stock exchange. Such number corresponds to approximately 1 percent all preferred stock or 0.50 percent the total share capital of the company.

The share buy-back started on March 7, 2008 and is primarily intended to make available to the company the necessary stock to service stock options of the Long Term Incentive Plan. The Long Term Incentive Plan is a stock option plan established by the company in 2005 for members of the Executive Board as well as other selected executives of the ProSiebenSat.1 Group.

The Shareholders’ Meeting as of July 17, 2007 has authorized the company to acquire treasury stock in the amount of up to 10 percent of the company’s share capital at the time of the authorization. The term of the authorization expires on January 16, 2009. In case of an acquisition via the stock exchange, the price per share of preferred stock (not including incidental costs of acquisition) shall not be more than 10 percent above or more than 20 percent below the trading price. The defining trading price for this purpose shall be the arithmetic average of the closing prices of the company’s preferred stock in trading on XETRA system on the last five days of trading on the Frankfurt Stock Exchange prior to the obligation to purchase the stock. The authorization may be exercised for any legally permitted purpose; in particular, treasury shares may be used to service stock options which have been issued in the course of the Long Term Incentive Plan. The share buy-back will be implemented using a financial institution, which will decide independently from and uninfluenced by ProSiebenSat.1 Media AG on when to repurchase stock.

  Overview of purchases completed under the buyback programme
Period Shares purchased (#) Average price per share (EUR) Total volume (EUR)
Week 1: 03/07-13/2008 160,000 13.28 2,124,348
Week 2: 03/14-20/2008 508,000 12,91 6,556,798
Week 3: 03/21-27/2008 186,003 13,56 2,521,865
Week 4: 03/28-04/03/2008 273,497 14,13 3,862,851
Total 1,127,500 13,36 15,065,862
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09/01/2010