Zalando Secures 90% Stake in ABOUT YOU, Sets Squeeze-Out Plan for Minority Shareholders

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Zalando Secures 90% Stake in ABOUT YOU, Sets Squeeze-Out Plan for Minority Shareholders

(IN BRIEF) Zalando SE has acquired more than 90% of ABOUT YOU Holding SE’s share capital through its public takeover offer, with the acceptance period ending on 6 March 2025 and final results set to be published on 11 March 2025. The transaction, pending regulatory approvals, is expected to close in summer 2025. Following the acquisition, Zalando intends to squeeze out the remaining minority shareholders either through a merger or a direct squeeze-out if it reaches a 95% ownership threshold, with the remaining shares to be purchased for cash compensation.

(PRESS RELEASE) BERLIN, 7-Mar-2025 — /EuropaWire/ — Zalando SE has successfully acquired more than 90% of ABOUT YOU Holding SE’s share capital through its public takeover offer and related agreements, with the acceptance period concluding at midnight CET on 6 March 2025. The final results of the takeover are scheduled for release on 11 March 2025, and, pending regulatory approvals, the transaction is expected to close in summer 2025. Following this significant milestone, Zalando intends to proceed with a squeeze-out of the remaining minority shareholders of ABOUT YOU. The company has already communicated this firm intention to the management board of ABOUT YOU. Zalando plans to execute the squeeze-out through a merger—either by integrating ABOUT YOU with Zalando or one of its wholly-owned subsidiaries—or, if it achieves a 95% ownership stake, by pursuing a direct squeeze-out without a merger. In every scenario, the remaining shares will be acquired in exchange for an appropriate cash compensation, the exact amount of which will be determined at a later stage.

About Zalando

Founded in Berlin in 2008, Zalando is Europe’s leading online multi-brand fashion destination. We are building a pan-European ecosystem for fashion and lifestyle e-commerce, along two growth vectors: Business-to-Consumer (B2C) and Business-to-Business (B2B). In B2C, we provide an inspiring, high-quality multi-brand shopping experience for fashion and lifestyle products to more than 50 million active customers across 25 markets. In B2B, we leverage our logistics infrastructure, software, and service capabilities to support brands and retailers in managing and scaling their entire e-commerce business, both on and off the Zalando platform. Through our ecosystem vision, Zalando aims to enable positive change in the fashion and lifestyle industry.

Important information:

This press release is for information purposes only and does not constitute a solicitation to sell or an offer to buy any of the securities of ABOUT YOU Holding SE. The final terms and conditions and other provisions relating to the Takeover Offer are disclosed in the offer document, the publication of which has been approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht). Investors and holders of securities of ABOUT YOU Holding SE are strongly recommended to read the offer document and all other announcements in connection with the Takeover Offer as soon as they are published, as they contain or will contain important information. The Takeover Offer is made exclusively under the laws of the Federal Republic of Germany, especially under the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz – WpÜG), and certain provisions of the securities laws of the United States of America applicable to cross-border takeover offers.

The Bidder reserves the right, to the extent legally permitted, to directly or indirectly acquire further shares of ABOUT YOU Holding SE outside the Takeover Offer on or off the stock exchange. If such further acquisitions take place, information about such acquisitions will be published without undue delay, if and to the extent required by the laws of the Federal Republic of Germany or any other relevant jurisdiction.

Insofar as this document contains forward-looking statements, these do not represent facts and are identified by the words “will”, “expect”, “believe”, “estimate”, “intend”, “aim”, “assume” and similar expressions. These statements express the intentions, beliefs or current expectations and assumptions of Zalando SE and the persons acting in concert with it. The forward-looking statements are based on current plans, estimates and projections made by Zalando SE and the persons acting in concert with Zalando SE to the best of their knowledge, but make no representation as to their future accuracy. Forward-looking statements are subject to risks and uncertainties, most of which are difficult to predict and are usually beyond the control of Zalando SE or the persons acting in concert with Zalando SE. These expectations and forward-looking statements may prove to be inaccurate and actual developments may differ materially from forward-looking statements. Zalando SE and the persons acting in concert with Zalando SE do not assume any obligation to update the forward-looking statements with respect to actual developments or events, general conditions, assumptions or other factors.

Media Contacts:

Media Relation:
Sarah Syed
Business & Financial Communications
presse@zalando.de

Investor/Analyst Relation:
Patrick Kofler
Investor Relations
investor.relations@zalando.de

SOURCE: Zalando

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