Siemens plans IPO of Siemens Healthineers AG in the first half of calendar year 2018

These materials are not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any State of the United States and the District of Columbia), Australia, Canada or Japan. These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States, Australia, Canada or Japan. The shares mentioned herein have not been, and will not be, registered under the US Securities Act of 1933, as amended (the “Securities Act). The shares may not be offered or sold in the United States, except pursuant to an exemption from the registration requirements of the Securities Act. There will be no public offer of the shares in the United States.

This communication is only being distributed to and is only directed at (i) persons who are outside the European Economic Area or (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “Order”) or (iii) high net worth companies, and other persons to whom it may lawfully be communicated, falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to as “relevant persons”). The Shares are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such Shares will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this document or any of its contents.

This document is not a prospectus for the purposes of Directive 2003/71/EC, as amended by Directive 2010/73/EU, (the “Prospectus Directive”) and as such does not constitute an offer to sell or the solicitation of an offer to purchase shares of Siemens Healthineers AG. Investors should not subscribe for any shares referred to in this document except on the basis of the information contained in the prospectus relating to the shares. A prospectus will be published and investors will be able to obtain a copy of it from Siemens Healthineers AG, Henkestrasse 127, 91052 Erlangen, Germany, or on the Siemens Healthineers AG website.

In any EEA Member State other than Germany and Luxembourg that has implemented the Prospectus Directive, this communication is only addressed to and is only directed at “qualified investors” in that Member State within the meaning of Article 2(1)(e) of the Prospectus Directive.

This communication contains forward-looking statements. These statements are based on the current views, expectations, assumptions and information of the management of Siemens Healthineers AG. Forward-looking statements should not be construed as a promise of future results and developments and involve known and unknown risks and uncertainties. Actual results, performance or events may differ materially from those described in such statements. Siemens Healthineers AG does not assume any obligations to update any forward-looking statements.

Each of Siemens AG, Siemens Healthineers AG, the Joint Bookrunners and the Co-Lead Managers and their respective affiliates expressly disclaims any obligation or undertaking to update, review or revise any forward looking statement contained in this announcement whether as a result of new information, future developments or otherwise.

The Joint Bookrunners and the Co-Lead Managers, some or all of which are authorised by the Prudential Regulation Authority and regulated by the Financial Conduct Authority and the Prudential Regulation Authority, are acting exclusively for Siemens AG and Siemens Healthineers AG and no-one else in connection with the planned IPO. They will not regard any other person as their respective clients in relation to the planned IPO and will not be responsible to anyone other than Siemens AG and Siemens Healthineers AG for providing the protections afforded to their respective clients, nor for providing advice in relation to the planned IPO, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

In connection with the planned IPO of the Shares, the Joint Bookrunners, the Co-Lead Managers and any of their affiliates, may take up a portion of the Shares in the planned IPO as a principal position and in that capacity may retain, purchase, sell, offer to sell for their own accounts such Shares and other securities of Siemens Healthineers AG or related investments in connection with the IPO or otherwise. Accordingly, references in the prospectus, once published, to the Shares being offered, acquired, placed or otherwise dealt in should be read as including any issue or offer to, or acquisition, placing or dealing by, the Joint Bookrunners, Co-Lead Managers and any of their affiliates acting in such capacity. In addition the Joint Bookrunners, Co-Lead Managers and any of their affiliates may enter into financing arrangements (including swaps or contracts for differences) with investors in connection with which the Joint Bookrunners, Co-Lead Managers and any of their affiliates may from time to time acquire, hold or dispose of Shares. The Joint Bookrunners and Co-Lead Managers do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligations to do so.

None of the Joint Bookrunners or the Co-Lead Managers or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Siemens Healthineers AG, its subsidiaries or associated companies, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of this announcement or its contents or otherwise arising in connection therewith.