AppLovin Corporation (Nasdaq: APP) (“AppLovin”), a leading marketing software company, today announced that certain of AppLovin’s stockholders, including KKR Denali Holdings L.P (the “Selling Stockholders”), intend to offer for sale in an underwritten secondary offering 6,500,000 shares of the Company’s Class A common stock. KKR Denali Holdings L.P. will also grant the underwriters a 30-day option to purchase up to an additional 975,000 shares of Class A common stock. The Selling Stockholders will receive all of the proceeds from the offering. AppLovin is not offering any shares of its common stock in the offering.

J.P. Morgan, BofA Securities, Citigroup and Morgan Stanley will act as lead book-running managers for the offering. Credit Suisse, UBS Investment Bank and Goldman Sachs & Co. LLC will act as additional book-running managers for the offering. Oppenheimer & Co. Inc., Stifel, William Blair, LionTree, LUMA Securities, The Raine Group, Blaylock Van, LLC, Guzman & Company, Roberts & Ryan and R. Seelaus & Co., LLC will act as co-managers for the offering.

The offering is being made only by means of a prospectus. Copies of the preliminary prospectus may be obtained by contacting: J.P. Morgan Securities LLC, Attention: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 or by telephone at 866-803-9204 or by email at prospectus-eq_fi@jpmorganchase.com; BofA Securities, Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, or by email at dg.prospectus_requests@bofa.com; or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146 or by email at prospectus@citi.com.

A registration statement relating to the proposed sale of these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.

About AppLovin

AppLovin’s leading marketing software provides developers with a powerful, integrated set of solutions to grow their businesses. AppLovin enables developers to market, monetize, analyze and publish their apps. The company’s first party content includes over 350+ popular, engaging apps and its technology brings that content to millions of users around the world. AppLovin is headquartered in Palo Alto, California with several offices globally.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements may be identified by the use of words such as “intend,” “will”, and “may”, and other similar expressions that predict or indicate future events or that are not statements of historical matters. These forward-looking statements include statements regarding the terms of the proposed offering and the completion, timing and size of the proposed offering. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including those described under “Risk Factors” in AppLovin’s Registration Statement on Form S-1 relating to the offering filed on December 2, 2021. Except as required by law, AppLovin has no obligation to update any of these forward-looking statements to conform these statements to actual results or revised expectations.

Source: AppLovin Corp.

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