On April 16, 2025, Upbeat BidCo, the principal shareholder of Believe, announced its intention to submit a public buyout offer for the shares of Believe that it does not already own. This strategic move aims to consolidate ownership and streamline the company's operations.

The offer is set at 15.30 per share, which reflects notable premiums of +2.9%, +4.4%, +7.5%, and +6.0% when compared to the average share prices weighted by volume over the past 30, 60, 120, and 180 days as of April 14, 2025.

Believe's board of directors has established an ad hoc committee composed of three independent directors: Orla Noonan, Anne-France Laclide-Drouin, and Ccile Frot-Coutaz. This committee has been tasked with overseeing the process and engaging with an independent expert to assess the offer and its implications for Believes shareholders and employees.

The decision to proceed with the offer was unanimously welcomed by the board on April 15, 2025, following a preliminary recommendation from the ad hoc committee. However, this approval is contingent upon a thorough review of the offer's terms, particularly based on the independent expert's report.

To facilitate this review, the committee recommended the appointment of Finexsi - Expert & Conseil Financier, specifically represented by Olivier Pronnet, as the independent expert. They are responsible for drafting a report that includes an equity opinion on the financial conditions of the offer and ensuring there are no related agreements that could compromise equal treatment among shareholders.

Upbeat BidCo plans to submit the offer to the French Financial Market Authority (AMF) today. Pending the AMF's compliance decision, the offer is expected to open in the second quarter of 2025.

Following the conclusion of the offer, Upbeat BidCo will execute a mandatory withdrawal if minority shareholders hold less than 10% of the capital and voting rights of Believe. Minority shareholders will receive compensation equivalent to the offer price during this compulsory withdrawal.

Important Notice

The offer is extended to shareholders of Believe both within France and internationally, provided that local laws permit their participation without requiring Upbeat BidCo to undertake additional formalities. This press release is for informational purposes only and does not constitute a purchase offer or solicitation for the sale of Believe shares in any country, including France. There is no certainty that the aforementioned public buyout offer will open as planned. Furthermore, the distribution, publication, or dissemination of this press release may be subject to specific regulations or restrictions in certain countries. Individuals in possession of this press release are advised to inform themselves and comply with any local restrictions that may apply.

About EQT

EQT is a global investment firm specializing in managing 269 billion in assets, with a focus on Private Capital and Real Assets. The firm holds and manages companies and assets across Europe, Asia-Pacific, and the Americas, steering them towards sustainable growth and operational excellence.

About TCV

TCV is a leading investment firm focused on premier technology companies. With a commitment to providing long-term capital and support to high-quality management teams, TCV has invested over $18 billion since its inception in 1995, backing more than 350 technology companies worldwide.

About Believe

Believe is a global leader in the digital music market, dedicated to supporting independent artists and labels by offering tailored digital solutions at every stage of their development. Employing over 2,037 individuals across more than 50 countries, Believe leverages its technological platform and unique digital expertise to assist artists in distributing and promoting their music effectively. The company is publicly traded on Euronext Paris (Ticker: BLV, ISIN: FR0014003FE9).

Investor Relations Contact:
Emilie Megel +33 6 07 09 98 60 emilie.megel@believe.com

Press Contacts:
Marion Lanvin +33 6 26 67 73 00 marion.lanvin-ext@believe.com

Note: The capital as of March 31, 2025, was composed of 100,618,496 shares and a total of 101,925,468 theoretical and actual voting rights.