DGAP-News: ZEAL co-founder and shareholder Marc Peters announces support for planned combination with Lotto24

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) DIRECTLY OR INDIRECTLY IN, INTO OR FROM THE UNITED STATES OF AMERICA OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

Press release

ZEAL co-founder and shareholder Marc Peters announces support for planned combination with Lotto24

(London, 15 January 2019)

ZEAL Network SE ("ZEAL") has announced that Marc Peters, co-founder and a significant shareholder in ZEAL, today declared his support for the planned transaction with Lotto24 AG ("Lotto24").
 
In a letter to the company today, Mr. Peters confirmed his firm intention to vote in favour of the resolutions in the upcoming General Meeting of ZEAL on 18 January 2019.
 
Marc Peters commented: "Having reviewed the proposed transaction as well as the recent changes in the regulatory environment in detail, I have come to the conclusion that both the business model change as well as the proposed transaction with Lotto24 are the right way forward for the company."
 
ZEAL views the endorsement by Mr. Peters as further confirmation that the planned transformation of its business model in Germany to lottery brokerage and the creation of the leading private digital lottery broker in Germany through the combination with Lotto24 is the best strategy for the company.
 
The General Meeting will take place on 18 January. Shareholders who are unable to attend in person are encouraged to submit proxy votes before the deadline of 09.00 GMT on Wednesday 16 January.
 
ENDS


Contacts:

Media:
Matt Drage
Head of Corporate Communications, ZEAL Network
T: +44 (0)7976 872 861
[email protected]

Lutz Golsch, FTI Consulting
T: +49 69 920 37 110
M: +49 173 6517710
[email protected]

Investors:
Frank Hoffmann
Investor Relations Manager, ZEAL Network
T: +44 (0) 20 3739 7123
[email protected]


Important note
This announcement is for information purposes only and neither constitutes an offer to purchase or exchange nor an invitation to sell or to make an offer to exchange, securities of Lotto24 AG ('Lotto24') or ZEAL Network SE ('ZEAL'). The final terms and further provisions regarding the public takeover offer will be disclosed in the offer document once its publication will have been approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht). ZEAL reserves the right to deviate in the final terms and conditions of the public takeover offer from the basic information described herein. Investors and holders of securities of Lotto24 are strongly recommended to read the offer document and all announcements in connection with the public takeover offer as soon as they are published, as they contain or will contain important information.

The offer will be made exclusively under the laws of the Federal Republic of Germany, in particular under the German Securities Acquisition and Takeover Act (Wertpapiererwerbs- und Übernahmegesetz (WpÜG)). The offer will not be made pursuant to the provisions of jurisdictions other than those of the Federal Republic of Germany. Therefore, no other announcements, registrations, admissions or approvals of the offer outside of the Federal Republic of Germany have been filed, arranged for or granted.

The ZEAL shares have not been and will not be registered under the U.S. Securities Act of 1933, as amended, or with any securities regulatory authority of any state or any other jurisdiction of the United States of America ('USA'). Therefore, subject to certain exceptions, ZEAL shares may not be offered or sold within the USA or in any other jurisdiction where to do so would be a violation of applicable law. There is no public offering of ZEAL shares in the USA.

To the extent this announcement contains forward-looking statements, such statements do not represent facts. Forward-looking statements include all matters that are not historical facts. They are characterised by the words 'expect', 'believe', 'estimate', 'intend', 'aim', 'assume', 'plan' or similar expressions. Such statements express the intentions, opinions or current expectations and assumptions of ZEAL and the persons acting in conjunction with ZEAL, for example with regard to the potential consequences of the takeover offer for Lotto24, for those shareholders of Lotto24 who choose not to accept the takeover offer or for future financial results of Lotto24. Such forward-looking statements are based on current plans, estimates and forecasts which ZEAL and the persons acting in conjunction with it have made to the best of their knowledge, but which do not claim to be correct in the future. Forward-looking statements are subject to risks and uncertainties that are difficult to predict and usually cannot be influenced by ZEAL or the persons acting in conjunction with it. Actual events or consequences may differ materially from those contained in or expressed by such forward-looking statements.

This release and any materials distributed in connection with this release are not directed to or intended for release, publication or distribution (in whole or in part) directly or indirectly into or from the USA or any other jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction, nor are they directed to, or intended for use by, any person or entity that is a citizen or resident or located in the USA or in any locality, state, country or other jurisdiction where such release, distribution, publication, availability or use would constitute a violation of the relevant laws of such jurisdiction or which would require any registration or licensing within such jurisdiction.