Nuremberg, Amsterdam, 24 February 2025

ad pepper media International N.V. (ISIN: NL0000238145), Nuremberg, Amsterdam, (“ad pepper”) and six shareholders of solute Holding GmbH & Co. KG (“solute”) today signed a purchase agreement for 18.73% of the shares in solute (“transaction”). The purchase price is approx. EUR 4.5m. As consideration, 2,305,195 new shares in ad pepper will be issued without subscription rights of the current shareholders against contribution in kind. The sellers are (i) Schlütersche Marketing Holding GmbH, (ii) G. Braun Telefonbuchverlage GmbH & Co. KG, (iii) Vorländer GmbH & Co. KG, (iv) Greven Medien GmbH & Co. KG, (v) Kunze Medien AG as well as (vi) Ostthüringer Regionaler Telefonbuch-Verlag GmbH. The transaction is still subject to the usual closing conditions and the approval of the boards of solute.

Together with the 25.64% interest already acquired in October 2023 ad pepper will hold 44.37% in solute once the transaction is completed. In addition - as already announced via ad hoc on 02.10.2023 and 06.02.2024 respectively - the Management Board of ad pepper intends to continue its ongoing discussions with additional shareholders of solute, amongst which Deutsche Tele Medien GmbH with the aim of achieving a majority shareholding and full consolidation of solute in ad pepper’s financial statements.

As operator of the websites billiger.de and shopping.de, solute is amongst the leading market participants of price comparison portals for the German-speaking market. The company achieved revenue of around EUR 44.7m and an EBITDA of approx. EUR 3.9m in the past financial year. ad pepper achieved a revenue of approx. EUR 21.5m and an EBITDA of approx. EUR 2.0m in 2024.

The transaction is regarded as a so-called related party transaction according to Dutch corporate law.

For more information:

Dr Jens Körner (CEO)

ad pepper media International N.V.

+49 (0) 911 929057-0

ir@adpepper.com