공시 • Apr 27
zooplus SE, Annual General Meeting, Jun 06, 2024 zooplus SE, Annual General Meeting, Jun 06, 2024, at 14:00 Central European Standard Time. Location: Sofitel Munich Bayerpost Bayerstraße 12, 80335 Munich Germany Agenda: To consider Presentation of the adopted annual financial statements and the approved consolidated financial statements, the combined management report and the report of the Supervisory Board, in each case for the 2023 financial year; to consider resolution on the discharge of the Management Board for the 2023 financial year; and to discuss other matters. 공시 • Apr 12
zooplus SE, Annual General Meeting, May 19, 2022 zooplus SE, Annual General Meeting, May 19, 2022, at 15:00 Central European Standard Time. Location: Sonnenstrasse 15 Munich Germany Agenda: To consider resolution on the appropriation of retained profit; to consider resolution on the discharge of the Management Board for the 2021 financial year; to consider election of the auditor of the financial statements and consolidated financial statements for the 2022 financial year; to consider elections to the Supervisory Board. 공시 • Jan 18
zooplus Shares Delisted from Frankfurt Stock Exchange among others Hellman & Friedman LLC ("Hellman & Friedman" or "H&F") and the EQT IX fund ("EQT PrivateEquity") announced the final results of the public delisting tender offer (the "Delisting Offer") by Zorro Bidco S.à r.l. ("Zorro Bidco"), a holding company controlled by funds advised by H&F, for all outstanding shares of zooplus AG ("zooplus" or the "Company") that are not already held by Zorro Bidco. At the expiry of the acceptance period at midnight (CET) on January 12, 2022, 533,875 zooplus shares have been tendered to the Delisting Offer. This corresponds to approximately 7.5% of all zooplus shares. Based on the acceptance ratio of the Delisting Offer plus the preceding public tender offer, Zorro Bidco has secured a total of approximately 97% of the share capital of zooplus. There will be no additional acceptance period, meaning the Delisting Offer closed on January 12, 2022. Following the successful closing, the delisting has become effective and zooplus shares are no longer available for trading on the regulated market and in the electronic trading system (XETRA) of the Frankfurt Stock Exchange. Trading of the zooplus shares in the sub-segment Berlin Second Regulated Market of the Berlin Stock Exchange (Wertpapierbörse Berlin) and on the open market in Dusseldorf, Munich, Stuttgart and Hannover, as well as via the Tradegate Exchange, has also ended. 공시 • Dec 02
zooplus Recommends Shareholders to Accept the Delisting Tender Offer by H&F The Management Board and the Supervisory Board of zooplus AG announced on December 1, 2021 in their joint reasoned statement that they recommend the remaining zooplus shareholders to accept the delisting tender offer by Hellman & Friedman ("H&F") with support of its partner EQT Private Equity ("EQT") at a cash consideration of €480 per share. The acceptance period for the delisting tender offer will expire on January 12, 2022, 24:00 hrs CET and is not subject to any (closing) conditions. On the basis of the delisting tender offer, zooplus will apply for the revocation of the admission of the zooplus shares to trading on the regulated market of the Frankfurt Stock Exchange (delisting). The delisting is expected to become effective as of the expiry of the acceptance period on January 12, 2022, 24:00 hrs CET. "We support the delisting tender offer by H&F in partnership with EQT as we fully acknowledge the advantages of operating as a private company in order to successfully execute on our long-term strategy. We have the clear ambition to use our pole position in the European pet space to win the category in the long run. This, however, requires a clear focus on substantial investments into growth instead of short- and mid-term earnings. Therefore, the Management Board and Supervisory Board of zooplus recommend to accept the delisting tender offer by Zorro Bidco to all remaining shareholders, as it is highly attractive in financial terms and it clearly is in the best interest of the company, its employees and stakeholders", says Dr. Cornelius Patt, Chief Executive Officer of zooplus. 공시 • Nov 25
Acceptance Period for zooplus Takeover Bid Begins zooplus AG will "benefit from being a privately held company", a private equity tie-up affirmed on November 24, 2021 as the acceptance period for a delisting tender off commenced. Hellman & Friedman LLC and EQT Private Equity, initially rivals in the race to acquire the Munich-based pet supplies firm, teamed up in October. The duo, through a vehicle named Zorro Bidco Sarl, made a EUR480 per share offer, valuing zooplus at EUR3.7 billion. zooplus has backed the offer. The acceptance period for the delisting offer runs from November 24, 2021 to January 12, 2022. More than 89% of zooplus shares have already been tendered, Zorro said. Reported Earnings • Nov 17
Third quarter 2021 earnings released: €3.46 loss per share (vs €1.02 profit in 3Q 2020) The company reported a soft third quarter result with weaker earnings and weaker control over costs, although revenues improved. Third quarter 2021 results: Revenue: €514.4m (up 18% from 3Q 2020). Net loss: €24.6m (down 435% from profit in 3Q 2020). Over the last 3 years on average, earnings per share has increased by 82% per year but the company’s share price has fallen by 9% per year, which means it is significantly lagging earnings. 공시 • Sep 27
EQT IX, managed by EQT Partners AB made an offer to acquire zooplus AG (XTRA:ZO1) for €3.4 billion. EQT IX, managed by EQT Partners AB made an offer to acquire zooplus AG (XTRA:ZO1) for €3.4 billion on September 25, 2021. In case of a successful closing of the offer, EQT intends to delist zooplus sometime following the closing. The transaction will be subject to a minimum acceptance threshold of 50 percent plus one share and customary closing conditions including merger control and regulatory approvals. As of September 25, 2021, the offer document (once available) and other information relating to the public takeover offer by EQT will be published after the approval of the publication of the offer document by the German Federal Financial Supervisory Authority (BaFin). The closing of the offer is currently expected to occur in fourth quarter of 2021. Deutsche Bank Aktiengesellschaft (XTRA:DBK) and Milbank LLP acted as financial and legal advisor to EQT Partners AB. 공시 • Sep 17
KKR Terminates Talks Regarding Potential Takeover with zooplus KKR & Co. Inc. (NYSE:KKR) has terminated talks regarding a potential takeover offer for zooplus AG (XTRA:ZO1), the German online pet shop chain said on September 15, 2021, two days after another suitor raised its offer price for the company. “The financial investor KKR has informed the company today of its decision to no longer pursue the discussions regarding a potential voluntary public takeover offer by KKR to the shareholders of the company in light of the recent developments,” Zooplus said in a statement. 공시 • Sep 09
KKR Joins Bidding for zooplus KKR & Co. Inc. (NYSE:KKR) is in discussions about a potential rival takeover offer for zooplus AG (XTRA:ZO1), company said on September 7, 2021 in response to media reports. The statement comes a few days after Zooplus revealed that EQT AB (publ) (OM:EQT) is discussing a potential bid to trump US private equity firm Hellman & Friedman's takeover offer of €3 billion ($3.56 billion) in equity terms, which was made in August. It is not clear yet whether the talks with EQT and KKR with will lead to the submission of official offers, Zooplus noted. 공시 • Sep 03
Zooplus Confirms Takeover Talks with EQT zooplus AG (XTRA:ZO1) on September 2, 2021 confirmed takeover talks with financial investor EQT AB (publ) (OM:EQT), three weeks after the German pet supplies retailer announced a €3 billion ($3.6 billion) bid from U.S. private equity firm Hellman & Friedman. Zooplus said the outcome of the talks with EQT were still open and that it was not sure the discussion would result in an official public takeover offer from the Sweden-based private equity firm. Reported Earnings • Aug 18
Second quarter 2021 earnings released: EPS €0.72 (vs €1.25 in 2Q 2020) The company reported a soft second quarter result with weaker earnings and profit margins, although revenues improved. Second quarter 2021 results: Revenue: €494.1m (up 17% from 2Q 2020). Net income: €5.14m (down 39% from 2Q 2020). Profit margin: 1.0% (down from 2.0% in 2Q 2020). The decrease in margin was driven by higher expenses. Over the last 3 years on average, earnings per share has increased by 107% per year but the company’s share price has fallen by 11% per year, which means it is significantly lagging earnings. 공시 • Aug 14
Hellman & Friedman LLC made an offer to acquire zooplus AG (XTRA:ZO1) from Management Board Members of zooplus, Maxburg Beteiligungen GmbH & Co. KG and others for €2.8 billion. Hellman & Friedman LLC made an offer to acquire zooplus AG (XTRA:ZO1) from Management Board Members of zooplus, Maxburg Beteiligungen GmbH & Co. KG and others for €2.8 billion on August 13, 2021. Hellman will acquire all shares in zooplus for €390 per share. H&F has already signed irrevocable tender commitments for approximately 17% of zooplus’ share capital, including the Management Board Members with regard to their respective personal shareholdings and Maxburg Beteiligungen GmbH & Co. KG, a longstanding key investor in zooplus who is also represented on zooplus’ Supervisory Board. H&F will fund the offer entirely with equity and does not intend to enter into a domination and/or profit and loss transfer agreement with zooplus. It will be subject to a minimum acceptance threshold of 50 percent plus one share and customary closing conditions including merger control and foreign investment clearances. Subject to a careful review of the offer document, the Management Board and Supervisory Board intend to recommend shareholders to accept the offer.
Goldman Sachs is acting as financial advisor and GLNS Rechtsanwälte Steuerberater Partnerschaft mbB as legal advisor to zooplus. H&F is supported by J.P. Morgan as financial advisor and Freshfields Bruckhaus Deringer as legal advisor. Additional advice to H&F was provided by Goetz Partners Executive Departure • May 29
Independent Member of the Supervisory Board has left the company On the 20th of May, Ulric Jerome's tenure as Independent Member of the Supervisory Board ended after 4.5 years in the role. We don't have any record of a personal shareholding under Ulric's name. A total of 4 executives have left over the last 12 months. Executive Departure • May 29
Independent Chairman of the Supervisory Board Christian Stahl has left the company On the 20th of May, Christian Stahl's tenure as Independent Chairman of the Supervisory Board ended after 4.9 years in the role. We don't have any record of a personal shareholding under Christian's name. A total of 4 executives have left over the last 12 months. Reported Earnings • May 15
First quarter 2021 earnings released: EPS €1.44 (vs €0.07 loss in 1Q 2020) The company reported a strong first quarter result with improved earnings, revenues and profit margins. First quarter 2021 results: Revenue: €509.3m (up 15% from 1Q 2020). Net income: €10.3m (up €10.8m from 1Q 2020). Profit margin: 2.0% (up from net loss in 1Q 2020). The move to profitability was driven by higher revenue. Over the last 3 years on average, earnings per share has increased by 99% per year but the company’s share price has fallen by 20% per year, which means it is significantly lagging earnings. 공시 • May 14
zooplus AG Confirms Its Earnings Guidance for 2021 zooplus AG confirmed its earnings guidance for 2021. For the period, the company expects sales of between EUR 2.04 billion to EUR 2.14 billion. 공시 • Mar 26
zooplus AG Updates Financial Guidance for 2021; Provides Financial Outlook for 2025 zooplus AG updated financial guidance for 2021. For 2021, the company expects to maintain its market-leading position in Europe and plans to keep its revenue retention at the year-end 2020 level. The company communicated its sales and EBITDA outlook for financial year 2021 with the Capital Markets Day in November 2020: Sales of EUR 2.04 billion to EUR 2.14 billion. From today's perspective and on the basis of actual business development, the Management Board currently assumes the full year to result in the mid- to upper range of the sales guidance.
In 2025, the company expects to achieve sales of EUR 3.4 billion to EUR 3.8 billion, capturing a market share of 9% to 10% of the total pet supplies market (online and offline combined) in Europe. 공시 • Dec 25
zooplus AG, Annual General Meeting, May 20, 2021 zooplus AG, Annual General Meeting, May 20, 2021. Reported Earnings • Nov 19
Third quarter 2020 earnings released: EPS €1.02 The company reported a strong third quarter result with improved earnings, revenues and profit margins. Third quarter 2020 results: Revenue: €436.4m (up 15% from 3Q 2019). Net income: €7.35m (up €10.9m from 3Q 2019). Profit margin: 1.7% (up from net loss in 3Q 2019). The move to profitability was driven by higher revenue. Over the last 3 years on average, earnings per share has increased by 4% per year but the company’s share price has fallen by 11% per year, which means it is significantly lagging earnings. 공시 • Oct 16
Zooplus AgG Revises Earnings Guidance for the Year 2020 zooplus AG revised earnings guidance for the year 2020. the company expects sales in the 2020 financial year between EUR 1.770 billion and EUR 1.810 billion (previous guidance: around EUR 1.765 billion), which is equivalent to year-on-year sales growth of 16% - 19% (FY 2019: 14%). At the same time, the Management Board is currently anticipating operating profitability, measured by earnings before interest, taxes, depreciation and amortization (EBITDA), in the range of EUR 50 million to EUR 65 million for financial year 2020 (previous guidance: at least EUR 40 million; Fiscal Year 2019: EUR 12 million).