expire in 40 hours

DGAP-News: zooplus AG / Schlagwort(e): Übernahmeangebot                        
zooplus AG: Final offer for zooplus by H&F with support of EQT to expire in 40 
hours                                                                          
                                                                               
02.11.2021 / 07:26                                                             
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Final offer for zooplus by H&F with support of EQT to expire in 40 hours       
                                                                               
* As acceptance period expires on November 3, 2021, 24:00 hrs CET, shareholders
are strongly encouraged to tender now                                          
* Acceptance rate currently at approx. 26%                                     
* Shareholders will only benefit from significant premium of 85% if minimum    
acceptance threshold of 50% plus one zooplus share is reached                  
* Shareholders wishing to accept the offer, have to tender into Zorro Bidco's  
offer (ISIN DE000A3E5DK9)                                                      
* Immediate first settlement if offer is successful as all regulatory          
clearances are already obtained                                                
* zooplus boards strongly recommend shareholders to accept the takeover offer  
Munich, November 2, 2021 - zooplus, the leading European online pet platform,  
would like to remind its shareholders that the acceptance period for the final 
offer of Hellman & Friedman ("H&F") with support of its partner EQT Private    
Equity ("EQT") at a cash consideration of EUR 480 per share will expire on     
November 3, 2021, 24:00 hrs CET. zooplus shareholders will only benefit from   
the significant premium, if the minimum acceptance threshold of 50 percent plus
one zooplus share is reached by November 3, 2021, 24:00 hrs CET. Otherwise, the
offer will fail without any further acceptance opportunity. As of November 1,  
2021, 18 hrs CET, the acceptance rate is at approximately 26 percent (including
the irrevocable tender commitments of approx. 17 percent of the share capital).
zooplus shareholders who wish to accept the offer, have to tender their shares 
into Zorro Bidco's offer (ISIN DE000A3E5DK9).                                  
                                                                               
If the minimum acceptance threshold is reached, the first settlement and payout
will happen within ten banking days after the publication of the tender results
(and no later than on November 22, 2021) as Zorro Bidco S.à r.l., the          
investment vehicle controlled by H&F, has already obtained all necessary merger
control and foreign regulatory clearances.                                     
                                                                               
The cash consideration of EUR 480 per zooplus share represents a significant   
premium of 85 percent to the unaffected 3-months VWAP of zooplus as of August  
12, 2021, the day before H&F announced its voluntary public takeover offer for 
zooplus. This is especially attractive against the backdrop of a more          
challenging stock market environment for e-commerce companies in which many    
peers have traded down since the launch of the offer by Zorro Bidco.           
                                                                               
Recommendation to shareholders                                                 
The Management and Supervisory Boards of zooplus consider the offer to be in   
the best interest of the company and highly attractive to shareholders. Both   
boards hence strongly recommend zooplus shareholders to accept the takeover    
offer by Zorro Bidco prior to its expiry on November 3, 2021, 24:00 hrs CET.   
                                                                               
Important technical note                                                       
Shareholders who want to accept the offer have to submit a declaration of      
acceptance to their custodian bank for the takeover offer by Zorro Bidco and to
instruct their custodian bank to effect the booking of their zooplus shares,   
for which they wish to accept the offer, into the ISIN DE000A3E5DK9. Only the  
offer by Zorro Bidco offers the consideration of EUR 480 per share. The        
concurrent takeover offer by Pet BidCo GmbH (ISIN DE000A3E5E48) offers a lower 
consideration of EUR 470 per share, will not be amended any further and is     
expected to lapse (as communicated to the company).                            
                                                                               
                                                                               
Company profile:                                                               
zooplus AG is the leading online pet platform in Europe measured by sales.     
Founded as a German start-up in 1999, the company's business model has been    
successfully launched internationally, dedicated to the mission of creating    
moments of happiness between pets and pet parents across now 30 European       
countries. With a large and relevant product offering in the pet food and pet  
care & accessories range, zooplus caters to more than 8 million pet parents    
across Europe of which more than 5 million made more than two orders in 2020.  
The product range includes renowned international brands, popular local brand  
names as well as high-quality, exclusive own brand lines for pet food,         
accessories, care products, toys and much else for dogs, cats, birds, hamsters,
horses and many other furry and non-furry friends. In addition, zooplus        
customers benefit from exclusive loyalty programs, best value for money        
proposition, fast and reliable delivery as well as a seamless digital shopping 
experience, combined with a variety of interactive content and community       
offerings. Sales totalled more than EUR 1.8bn in the 2020 financial year,      
capturing roughly 7% of the around EUR 28bn to EUR 29bn (net) European pet     
supplies market, both offline and online combined.                             
                                                                               
For further information about zooplus, please visit investors.zooplus.com or   
our international shop site at zooplus.com.                                    
                                                                               
Press / Investor relations contact:                                            
zooplus AG                                                                     
Diana Apostol                                                                  
Sonnenstraße 15                                                                
80331 Munich                                                                   
Phone: + 49 (0) 89 95006-210                                                   
Fax: + 49 (0) 89 95006-503                                                     
Email: ir@zooplus.com | press@zooplus.com                                      
Website: https://investors.zooplus.com                                         
                                                                               
Finsbury Glover Hering                                                         
Tanja Dorr                                                                     
Ludwigstraße 8                                                                 
80539 Munich                                                                   
Mobile: +49 (0) 160 99 27 19 75                                                
Email: tanja.dorr@fgh.com                                                      
                                                                               
                                                                               
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02.11.2021 Veröffentlichung einer Corporate News/Finanznachricht, übermittelt  
durch DGAP - ein Service der EQS Group AG.                                     
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Die DGAP Distributionsservices umfassen gesetzliche Meldepflichten, Corporate  
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Medienarchiv unter http://www.dgap.de                                          
                                                                               
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Sprache:     Deutsch                                                           

Unternehmen: zooplus AG                                                        

             Sonnenstraße 15                                                   

             80331 München                                                     

             Deutschland                                                       

Telefon:     +49 (0)89 95 006 - 100                                            

Fax:         +49 (0)89 95 006 - 500                                            

E-Mail:      contact@zooplus.com                                               

Internet:    investors.zooplus.com                                             

ISIN:        DE0005111702                                                      

WKN:         511170                                                            

Indizes:     MDAX                                                              

Börsen:      Regulierter Markt in Frankfurt (Prime Standard); Freiverkehr in   
             Berlin, Düsseldorf, Hamburg, Hannover, München, Stuttgart,        
             Tradegate Exchange                                                

EQS News ID: 1245277                                                           







                                       

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1245277  02.11.2021