Information relating to the signing of a service agreement between Upbeat Bidco and Believe

Information relating to the signing of a service agreement between Upbeat Bidco and Believe

Published Sep 24, 2024

Pursuant to Articles L. 22-10-13 and R. 22-10-17 of the French Commercial Code

Agreement	Services Agreement (the "Agreement") between Upbeat Bidco and Believe ("Believe" or the "Company")
Date of authorisation	On 20 September 2024, Believe's Board of Directors reviewed and, in accordance with the provisions of Article L. 225-38 of the French Commercial Code, authorised the conclusion of the Agreement. Denis Ladegaillerie, John Doran and Andrew Fisher, corporate officers common to both companies, did not take part in the deliberations or vote.
Date of signature	23 september 2024
Duration	The term of the agreement will be one year, renewable by tacit agreement (with the option to terminate annually).
Object	This agreement enables Believe to be supported in the definition of its strategic financial and operational orientations by benefiting from a high quality of expertise and experience, as well as to obtain better conditions for the achievement of the Group's external growth and market consolidation objectives.
Interested parties and relations with the Company	• Upbeat Bidco controls Believe within the meaning of Article L. 233-3 of the French Commercial Code. • Denis Ladegaillerie, John Doran and Andrew Fisher are common officers of Upbeat Bidco and the Company.
Benefits for Believe and its shareholders	As the Group's holding company since the simplified tender offer, UpBeat BidCo's role is to (i) control and lead the Group by actively contributing to its financial and operational strategy and (ii) assist it in defining and overseeing, as controlling shareholder, the Group's growth and market consolidation objectives, in accordance with the Group's development plan.
Financial terms and conditions	Under the terms of the service agreement, most of the gross fixed remuneration (loaded) of UpBeat BidCo staff will be re-invoiced, with a margin of 10%, i.e. a total of €50,000 per quarter. Services aimed at obtaining better conditions for achieving the Group's external growth and consolidation objectives will be invoiced in the form of a fixed fee equal to €63,000 per quarter. Services will be invoiced quarterly by Upbeat BidCo.

ABOUT BELIEVE

Believe is one of the world's leading digital music companies. Believe's mission is to develop independent artists and labels in the digital world by providing them the solutions they need to grow their audience at each stage of their career and development. Believe's passionate team of digital music experts around the world leverages the Group's global technology platform to advise artists and labels, distribute and promote their music. Its 2,020 employees in more than 50 countries aim to support independent artists and labels with a unique digital expertise, respect, fairness and transparency. Believe offers its various solutions through a portfolio of brands including Believe, TuneCore, Nuclear Blast, Naïve, Groove Attack, AllPoints, Ishtar and Byond. Believe is listed on compartment B of the regulated market of Euronext Paris (Ticker: BLV, ISIN: FR0014003FE9).www.believe.com