NOT FOR PUBLICATION, DISTRIBUTION OR DISSEMINATION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, WITHIN OR FROM THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE DOING SO WOULD BE IN VIOLATION OF APPLICABLE LAW. FURTHER RESTRICTIONS APPLY. PLEASE SEE THE IMPORTANT NOTICE AT THE END OF THIS ANNOUNCEMENT.

(Hamburg, 2 November 2022) The Management Board of ZEAL Network SE ("ZEAL" or "Company") has resolved today, with the consent of the Supervisory Board, that the Company will make a public repurchase offer to ZEAL shareholders for up to 714,285 no-par value registered shares of the Company (ISIN DE000ZEAL241). This corresponds to up to approximately 3.2% of the current share capital of the Company. The shares to be acquired may be used for any purpose permitted under the authorization granted by the Annual General Meeting on 30 June 2022.

The acceptance period for the repurchase offer starts on Wednesday, 9 November 2022 and ends at midnight (local time Frankfurt am Main, Germany) on Tuesday, 29 November 2022, subject to extension.

The offer price per ZEAL share tendered for repurchase is EUR 28.00.

If more than 714,285 ZEAL shares are tendered for repurchase under the repurchase offer, declarations of acceptance will be considered on a pro rata basis, with offers of up to 100 shares being accepted on a preferential basis.

Further details of the repurchase offer are contained in the offer document, which will be published on 9 November 2022 on the Company's website (www.zealnetwork.de) in the section "Investoren / Aktienrückkauf 2022" and in the German Federal Gazette (Bundesanzeiger) (www.bundesanzeiger.de) (German language only). In addition, the Company will publish a non-binding English translation of the offer document on its website (www.zealnetwork.de) in the section "Investors / Repurchase Offer 2022".

IMPORTANT NOTICE

This announcement and any materials published in connection therewith are not for publication, distribution or dissemination, in whole or in part, directly or indirectly, in, within or from the United States of America or any other country where doing so would constitute a violation of the applicable laws of such country. They are not directed to, or intended for publication, distribution or dissemination to or intended for use by such persons who are citizens or residents of the United States of America or of any state, country or other jurisdiction in which the publication, distribution or dissemination or use of the announcement and any related materials would be in violation of applicable law or would require registration or admission of any kind in such jurisdiction. This announcement does not constitute an offer of securities for sale or the solicitation of an offer to purchase securities of the Company in the United States, Germany or any other jurisdiction.

Contact:
Frank Hoffmann
Senior Investor Relations Manager
T: +49 (0)40 809036042
[email protected]