To be released outside the United States only. Not for distribution in Canada, Australia, South Africa or Japan.

Telefónica Deutschland places shares at an issue price of €5.60 per share

-Issuing volume including greenshoe option of €1,449m
-Offer several times oversubscribed based on the issue price
MUNICH. Telefónica Deutschland Holding AG, Telefónica S.A. and the syndicate banks have set the issue price for the shares offered within the initial public offering at €5.60 per share. In total, 258.75m shares were placed with investors (including 33.75m over-alloted shares in connection with the greenshoe option). The offer was several times oversubscribed based on the issue price. Upon full exercise of the greenshoe option, the placement volume would amount to €1,449m and the free float would be 23.17 per cent.
"We are very pleased with the strong demand for our shares," says René Schuster, CEO of Telefónica Deutschland. "Our proposition to investors, of a strong strategic positioning, solid growth, and an attractive dividend, has been a success." Approximately 99 per cent of the total number of 258,750,000 shares were allotted to institutional investors. Retail investors in Germany were allotted less than 1 per cent of the total number of 258,750,000 shares placed. Retail purchase orders received by the syndicate banks and their associated institutions at a limit price of at least 5.60 Euro were allotted as follows: orders from 200 to 299 shares received a minimum allotment of 200 shares each and orders of 300 shares or more received a minimum allotment of 300 shares each. The difference between the individual order size and the respective minimum allotment was allotted with 50 per cent each, rounded-down in each case to a full number of shares. There was a maximum allotment on each individual order of 5,000 shares. The allotment within the scope of the offering to retail investors was carried out in line with the Principles for Allotment of Share Issues to Private Investors ("Grundsätze für die Zuteilung von Aktienemissionen an Privatanleger") issued on June 7, 2000 by the Stock Exchange Commission ("Börsensachverständigenkommission") at the German Federal Ministry of Finance. The allotment was in accordance with uniform criteria ("standardized allotment") for all syndicate banks and their associated institutions. There was no preferential allotment to members of the executive bodies of Telefónica Deutschland Holding AG or their relatives or to employees or business partners of Telefónica Deutschland Holding AG. J.P. Morgan and UBS Investment Bank acted as Joint Global Coordinators and Joint Bookrunners, BofA Merrill Lynch, BNP PARIBAS, Citigroup and HSBC acted as Joint Bookrunners, and Banca IMI, BayernLB, BBVA, COMMERZBANK, Banco Santander and Société Générale Corporate & Investment Banking acted as Co-lead managers on the transaction. COMMERZBANK also acted as retail coordinator. The shares of Telefónica Deutschland will be traded for the first time on the regulated market (Prime Standard) of the Frankfurt Stock Exchange on October 30, 2012 under the ticker symbol O2D. The international securities identification number (ISIN) is DE000A1J5RX9, and the German securities code number (WKN) is A1J5RX.

Further information:

Press Relations Telefónica Deutschland Georg-Brauchle-Ring 23-25 80992 München Albert Fetsch, Head of External Communications t +49 (0)89 2442- 1201 Ralf Opalka, Spokesman t +49 (0)89 2442- 1201
Telefónica Deutschland is the third largest integrated telecoms operator in Germany and served approximately 25 million customer accesses (as of June 30, 2012). The company offers German private and business customers postpaid and prepaid mobile products and innovative mobile data services based on GPRS, UMTS and LTE technologies. The integrated communications provider also offers DSL fixed telephony and broadband services. For the year ended December 31, 2011, the company generated revenues of €5 billion. Telefónica Deutschland and its wholly-owned operative subsidiary Telefónica Germany GmbH & Co. OHG are part of the Spanish telecommunication group Telefónica S.A. Disclaimer: These written materials are not an offer of securities for sale in the United States. Securities may not be offered or sold in the United States absent registration under the US Securities Act of 1933, as amended, or an exemption therefrom. The issuer or selling security holder has not and does not intend to register any securities under the US Securities Act of 1933, as amended, and does not intend to offer any securities in the United States. No money, securities or other consideration from any person inside the United States is being solicited and, if sent in response to the information contained in these written materials, will not be accepted. This publication constitutes neither an offer to sell nor a solicitation to buy securities. The offer made solely by means of, and on the basis of, the published securities prospectus (including any amendments thereto, if any) ended on October 29, 2012. All securities offered based on the published securities prospectus (including any amendments thereto, if any) have been sold. The prospectus is available for download from the company's website in the IPO section and can also be obtained free of charge during office hours from Telefónica Deutschland Holding AG, Investor Relations, Georg-Brauchle-Ring 23-25, 80992 München and at the German offices of the Joint Global Coordinators J.P. Morgan and UBS. The securities may not be offered or sold in Spain except in accordance with the requirements of the Spanish Securities Market Law ("Ley 24/1988, de 28 de Julio del Mercado de Valores"), as amended and restated and Royal Decree 1310/2005 on admission of securities to trading, public offerings and prospectuses ("Real Decreto 1310/2005, de 4 de noviembre, por el que se desarrolla parcialmente la Ley 24/1988, de 28 de Julio del Mercado de Valores, en material de admission a negociación de valores en mercados secundarios oficiales, de ofertas públicas de venta o suscripción y del folleto exigible a tales efectos"), as amended and restated, and the decrees and regulations made thereunder. The securities may not be sold, offered or distribute to persons in Spain except: (i) in circumstances which do not constitute a public offering of securities in Spain within the meaning of Article 38 of Royal Decree 1310/2005; or (ii) subject to one of the exceptions of the prospectuses requirements envisaged in article 41 of Royal Decree 1310/2005. This document contains statements that constitute forward looking statements about the company, including financial projections and estimates and their underlying assumptions, statements regarding plans, objectives and expectations, which refer to the intent, belief or current prospects of the customer base, estimates regarding, among others, future growth in the different business lines and the global business, market share, financial results and other aspects of the activity and situation relating to the Company. Such forward looking statements, by their nature, are not guarantees of future performance and involve risks and uncertainties, and other important factors that could cause actual developments or results to differ from those expressed in these forward looking statements.