EQS-Adhoc: ABOUT YOU Holding SE: Zalando-subsidiary ABYxZAL Holding submits substantiated squeeze out-request and determines cash compensation for ABOUT YOU minority shareholders at EUR 6.50

Hamburg, August 11, 2025 – ABYxZAL Holding AG (“ABYxZAL Holding“), with registered office in Hamburg, registered in the commercial register (Handelsregister) of the Local Court (Amtsgericht) Hamburg under HRB 189825, today substantiated its squeeze-out request to the management board of ABOUT YOU Holding SE (the “Company”) and informed them of the cash compensation it has determined.

By letter dated March 7, 2025, Zalando SE, which directly holds all shares in ABYxZAL Holding, already expressed its firm intention to implement a squeeze-out of the minority shareholders of the Company in return for an appropriate cash compensation, either directly or through a subsidiary. By letter dated June 19, 2025, ABYxZAL Holding submitted the request that the Company shall convene a general meeting to resolve on the transfer of the shares of the minority shareholders of the Company to ABYxZAL Holding in return for an appropriate cash compensation in connection with the merger of the Company and ABYxZAL Holding by way of absorption pursuant Section 62 para. 1 and para. 5 UmwG in conjunction with Sections 327a ff. AktG and Article 9 para. 1 (c) (ii). Article 10 of Counsil Regulation (EC) No. 2157/2001 of October 8, 2001 on the Statute for a European Company (SE) (so-called merger squeeze-out).

ABYxZAL Holding has informed the Company that it directly holds approximately 90.55% and, after deduction of the treasury shares held by the Company itself, approximately 91.45% of the Company’s share capital. This makes ABYxZAL Holding the majority shareholder in accordance with the relevant legal provisions.

ABYxZAL Holding also informed the Company that it had determined the amount of the appropriate cash compensation for the transfer of the shares of the minority shareholders of the Company in the amount of EUR 6.50 per no-par value bearer share of the Company. The appropriateness of the cash compensation is currently still being reviewed by the court-appointed expert auditor. The audit is expected to be completed on August 12, 2025. However, according to ABYxZAL Holding, the court-appointed expert auditor has already indicated that, based on the current status, he will confirm the appropriateness of the cash compensation.

The conclusion and notarization of a merger agreement between the Company and ABYxZAL Holding is scheduled to take place on August 12, 2025. The merger agreement will contain the provision that in connection with the merger, the minority shareholders of the Company are to be excluded from the Company.

The transfer of the shares of the minority shareholders of the Company to ABYxZAL Holding in return for an appropriate cash compensation in the amount of EUR 6.50 per no-par value bearer share of the Company is to be resolved at an extraordinary general meeting of the Company, which is expected to be held on September 22, 2025.

The merger squeeze-out will take effect once the transfer resolution of the Company’s general meeting and the merger have been registered in the commercial register at the registered office of the Company and the merger has also been registered in the commercial register at the registered office of ABYxZAL Holding.

ABOUT YOU Holding SE

The Management Board