OREANDA-NEWS. April 21, 2015. Elliott Associates, L.P. and Elliott International, L.P. together with affiliated entities ("Elliott"), today announced that Elliott has called the regional court Munich I for additional special audits at Kabel Deutschland Holding AG ("KDG") and the appointment of two special auditors.

According to the motion, Martin Schommer from Constantin GmbH, who had done the first audit, is to conduct an additional audit that includes the period after March 31st, 2013. This would allow the special auditor to continue to look independently at possible breaches of duty by the KDG management board which have been brought up by the first special audit. In addition, Elliott has called for the appointment of a second special auditor to examine the alleged obstructions of the special auditor in the course of the first special audit.

On the Extraordinary General Meeting on March 20th, 2015 the proposal of Elliott for two additional special audits on the behavior of the KDG management in connection with the takeover by Vodafone was voted down by the voting majority of Vodafone, even though more than 20 percent of the attending shareholders voted in favor of additional special audits.

From Elliott's point of view, the result of the voting shows that the vast majority of minority shareholders, not just Elliott, have a justified interest in a thorough investigation of the first report's findings. The special auditors' report had been published by Kabel Deutschland in December 2014 and had examined the behavior of the KDG management and supervisory board before the public takeover by Vodafone.

Among other findings, the special auditor that examined the period until March 31st, 2013, concluded that:

- The internal enterprise valuation that has been carried out by KDG and its investment banks was significantly higher than the price which was offered by Vodafone during the takeover and which was recommended to shareholders by the management and supervisory board of KDG.

- In light of this internal valuation, the joint statement of the management board and supervisory board of KDG which recommended the KDG shareholders to accept Vodafone's offer price is implausible.

In conjunction with the filing, Elliott made the following statement:

"As the acquirer Vodafone has used its voting majority on the recent extraordinary general meeting to block further examination of the takeover of KDG by Vodafone, we have decided to call upon a court for the appointment of two special auditors. As was to be expected, the management of Kabel Deutschland and the majority shareholder Vodafone are obviously not interested in clearing up the findings of the first special audit which have in parts seriously incriminated the management and the supervisory board of Kabel Deutschland. The minority shareholders who potentially have been damaged by the boards of Kabel Deutschland and Vodafone have a justified interest in having these allegations examined. We will now pursue this goal by taking legal action."

About Elliott

Elliott Management Corporation manages two multi-strategy hedge funds which combined have more than \\$25 billion of assets under management. Its flagship fund, Elliott Associates, L.P., was founded in 1977, making it one of the oldest hedge funds under continuous management. The Elliott funds' investors include pension plans, sovereign wealth funds, endowments, foundations, funds-of-funds, high net worth individuals and families, and employees of the firm.