| Ad hoc Announcement in acc. with Article 17 (1) of the Market Abuse Regulation (MAR) Feldkirchen, 28th August 2025 MAQUET Medical Systems AG, registered office: Rastatt, Kehler Strasse 31, 76437 Rastatt (AG Mannheim HRB 719044), an indirect subsidiary of Getinge AB, Sweden, submitted a specified request on 28th August 2025 to Pulsion Medical Systems SE, registered office: Feldkirchen, Hans-Riedl-Str. 21, 85622 Feldkirchen (AG Munich HRB 192563), pursuant to Art. 9 para. 1 lit. c) ii) of the Regulation on the Statute for a European company (SE) in conjunction with Section 327a (1) 1 of the German Stock Corporation Act (AktG), that the General Meeting of Pulsion Medical Systems SE should pass a resolution at an extraordinary General Meeting to transfer the shares of the remaining shareholders of the company (minority shareholders) to MAQUET Medical Systems AG in return for an appropriate cash compensation (a so-called ‘squeeze-out under stock corporation law’). According to MAQUET Medical Systems AG, it holds, directly and indirectly, 95.69 % of the share capital of Pulsion Medical Systems SE after deduction of the number of the own shares of Pulsion Medical Systems SE. It is therefore the main shareholder within the meaning of Art. 9 para. 1 lit. c) ii) of the Regulation on the Statute for a European company (SE) in conjunction with Section 327a (1) sentence 1 AktG. MAQUET Medical Systems AG has determined the amount of the cash compensation at EUR 20.57 per share of Pulsion Medical Systems SE. The court-appointed expert auditor has already indicated that, from a current standpoint, it will confirm the cash compensation to be adequate. The squeeze-out under stock corporation law will only become effective once the approving resolution of the general meeting is passed and the transfer resolution is recorded in the commercial register at the registered office of Pulsion Medical Systems SE. Pulsion Medical Systems SE will separately announce the convening of an extraordinary convene the general meeting to resolve on the squeeze-out under stock corporation law, which is expected to take place on 17 October 2025. Pulsion Medical Systems SE Hans-Riedl-Str. 21 85622 Feldkirchen investor@pulsion.com |
29 August 2025
Pulsion Medical Systems SE: MAQUET Medical Systems AG submitted specified squeeze-out request and has determined the amount of the cash compensation for the transfer of the shares of the minority shareholders in Pulsion Medical Systems SE to be EUR 20.57
24 August 2025
Artnet AG Reports Half-Year 2025 Results: Signs of Stabilization Amid a Challenging Market Environment
Press Release
Berlin, August 20, 2025 – Artnet AG, the leading digital platform for data, marketplace, and media in the global art market, today announced its results for the first half of 2025. Despite ongoing economic headwinds, the company maintained its position as a vital infrastructure for collectors, galleries, and institutions, while advancing key strategic initiatives.
In the first half of 2025, Artnet generated revenues of EUR 9.84 million, representing a 12 percent decline compared to the prior-year period. Operating earnings (EBIT) came in at –1.3 million EUR, compared to –0.73 million in H1 2024. Operating cash flow improved significantly to EUR 1.30 million (H1 2024: EUR 0.21 million). As of June 30, 2025, liquidity stood at USD 0.07 per share.
Segment Performance
The marketplace business proved resilient, generating revenues of EUR 3.90 million, just 2.8 percent lower year-over-year. Private Sales were a standout, rising 78 percent. Auction highlights included works by Sam Francis (USD 400,000), Cindy Sherman (USD 250,000), and Keith Haring (USD 212,000).
The data segment posted revenues of EUR 2.92 million, down 10 percent due to technical issues with recurring payment systems, which have since been resolved. The media segment recorded the steepest decline, with revenues down 24 percent to EUR 3.03 million. Nevertheless, Artnet News remains the most widely read art publication globally, with more than 25 million pageviews, and continues to strengthen long-term partnerships with leading luxury brands such as Chanel, Cartier, and Range Rover.
Strategic Highlights
Artnet welcomed more than 13 million new users in the first half of the year, particularly across its core markets in the US, UK, Germany, Canada, and France. Key technology milestones included the launch of the Discovery Page, enabling more intuitive searches across the marketplace and price database, and progress on the AI-powered Chatbot, scheduled for release in the second half of 2025. The company also successfully transitioned its global payment infrastructure to Stripe.
Outlook
Management reaffirms its revenue guidance of EUR 20 to 24 million for the full year 2025, with an expected operating result of approximately –EUR 1.3 million. “We are confident that our diversified business model, combined with a strong focus on technology, innovation, and efficiency, provides the foundation for long-term, sustainable growth,” said CEO Jacob Pabst.
Subsequent Report
Following the reporting period, Leonardo Art Holdings GmbH published a voluntary takeover and delisting offer on July 8, 2025, amounting to EUR 11.25 per share. By the end of the acceptance period on August 5, 2025, Leonardo Art Holdings GmbH held approximately 97.17% of the total share capital of artnet AG. Furthermore, the Frankfurt Stock Exchange has confirmed the delisting of artnet as of August 22, 2025. Shareholders of artnet AG may still accept the takeover and delisting offer until August 22, 2025, at 24:00 (local time Frankfurt am Main).
To further strengthen liquidity, artnet also took out a loan of USD 2 million on July 16.
20 August 2025
artnet AG: Leonardo Art Holdings GmbH submits request for the implementation of a squeeze-out of the minority shareholders of artnet AG pursuant to Sections 327a et seq. of the German Stock Corporation Act (squeeze-out under stock corporation law)
Publication of inside information pursuant to Article 17 of Regulation (EU) No 596/2014
New York/Berlin, August 19, 2025 – Today, Leonardo Art Holdings GmbH has informed artnet AG ("Company") that it will own shares in the Company amounting to at least 97.33% and thus more than 95% of the Company’s share capital within the meaning of Section 327a of the of the German Stock Corporation Act (Aktiengesetz – "AktG") after the settlement of the current voluntary public takeover and delisting offer and the share purchase agreements concluded in connection with the offer.
Against this background, Leonardo Art Holdings GmbH has today requested the Company’s management board to initiate a resolution of the Company’s shareholders’ meeting on the transfer of the shares of the Company’s remaining shareholders ("Minority Shareholders") to Leonardo Art Holdings GmbH against payment of an appropriate cash compensation in accordance with Sections 327a et seq. AktG ("Squeeze-Out under Stock Corporation Law").
The amount of the cash compensation to be granted to the Minority Shareholders has not yet been determined. It will be determined by Leonardo Art Holdings GmbH based on the valuation work still to be completed and will be communicated to the Company separately in a second specified transfer request by Leonardo Art Holdings GmbH ("Specified Transfer Request"). The appropriateness of the determined cash compensation will be reviewed by an expert auditor to be selected and appointed by the Berlin Regional Court.
Following receipt of the Specified Transfer Request by the Company, the shareholders’ meeting can be convened to adopt the transfer resolution (Übertragungsbeschluss). The Company will provide information on the date of the shareholders’ meeting in accordance with the statutory requirements.
The Squeeze-Out under Stock Corporation Law becomes effective upon registration of the transfer resolution with the Company’s commercial register. Upon registration of the transfer resolution with the commercial register, all shares in the Company held by the Minority Shareholders will be transferred to Leonardo Art Holdings GmbH.
11 August 2025
Leonardo Art Holdings GmbH: Beowolff Capital Secures 97.17% of all artnet Shares – Additional Acceptance Period Ends on August 22
Corporate News
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY OTHER JURISDICTION WHERE TO DO SO WOULD VIOLATE THE LAWS OF SUCH JURISDICTION
- Beowolff Capital secured c. 97.17% of artnet’s entire share capital at the end of the acceptance period
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY OTHER JURISDICTION WHERE TO DO SO WOULD VIOLATE THE LAWS OF SUCH JURISDICTION
- Beowolff Capital secured c. 97.17% of artnet’s entire share capital at the end of the acceptance period
- Additional acceptance period allows shareholders to accept the attractive all-cash offer of €11.25 per artnet share until August 22, 2025
- Delisting is expected to take effect at the end of the additional acceptance period and will result in significantly reduced liquidity and tradability of artnet shares
- Managing Board and Supervisory Board of artnet recommend shareholders accept the offer and Beowolff Capital remains committed to supporting artnet’s long-term growth
London, U.K. – August 8, 2025: Leonardo Art Holdings GmbH, an investment vehicle advised by Beowolff Capital Management Ltd. (collectively, “Beowolff Capital”), today announced that 1,531,983 artnet shares were tendered into the voluntary public takeover and delisting offer (the “Offer”) for artnet AG (“artnet”) during the acceptance period, which ended on August 5, 2025. This corresponds to approximately 26.85% of all outstanding artnet shares. Including share purchases and binding agreements with shareholders, Beowolff Capital has thus secured a total stake of approximately 97.17% in artnet to date.
artnet shareholders who have not tendered their shares can still accept the Offer at the price of €11.25 per share (the “Offer Price”) during the additional acceptance period of the Offer, which ends on August 22, 2025. The Offer Price implies a significant premium of c. 97% to the undisturbed XETRA closing price of artnet shares on March 3, 2025. This is the final period during which artnet shareholders can immediately crystallize the value of their shares and accept the Offer. The revocation of the admission of the artnet shares to trading on the regulated market of the Frankfurt Stock Exchange (the “delisting”) is expected to take place upon expiration of the additional acceptance period.
Andrew Wolff, Chief Executive Officer of Beowolff Capital, said: “We are pleased with the strong support shown by artnet’s shareholders. The high tender rate underscores the trust placed in Beowolff Capital and our shared vision for artnet’s next chapter. We remain committed to accelerating artnet’s development and competitiveness, operating as a privately held company with greater agility. Through our growing portfolio of control investments in market-leading companies, we are building a symbiotic ecosystem powered by shared artificial intelligence tools – this not only compliments artnet’s value proposition but brings the necessary resources to realize artnet’s long-term growth strategy.”
Moreover, in the joint reasoned statement on the Offer published on July 22, 2025, the Managing Board and Supervisory Board of artnet expressed that the Offer is in the best interest of the company and its stakeholders and recommend that shareholders accept the Offer. artnet shareholders who still wish to accept the Offer should promptly contact their respective custodian bank or any other securities services company where their artnet shares are being held. The Offer is subject to the terms set out in the offer document approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – “BaFin”).
Subject to customary conditions and caveats, artnet will apply for the delisting with effect from the expiry of the additional acceptance period of the Offer and take all commercially reasonable steps and measures to terminate the inclusion of the artnet shares in trading on the open market. This may result in a very limited liquidity and price availability for artnet shares. The delisting terminates artnet's comprehensive disclosure obligations under capital market law. Beowolff Capital does not intend to enter into a domination and/or profit and loss transfer agreement with artnet for a period of at least two years after settlement of the Offer.
The Offer Document and other information relating to the Offer are published on the following website: www.leonardo-offer.com.
Advisors
Beowolff Capital is advised by ParkView Partners as exclusive financial advisor and Kirkland & Ellis as legal advisor on this transaction.
About the Beowolff Capital team
Andrew Wolff is the Chief Executive Officer of Beowolff Capital. He has been a private market investor for 30 years in the United States, Europe, and Asia. He spent the bulk of his career at Goldman Sachs, where he was most recently the Global Co-Head of the Merchant Banking Division and the Global Co-Head of the Corporate Equity Investing business. Andrew also served as the Co-CIO of Goldman Sachs’ flagship private equity funds. He was named partner in 2006. Andrew earned a B.A. in Philosophy from Yale University, and a J.D. and M.B.A. from Harvard Law and Business Schools.
Jan Petzel is the Chief Investment Officer of Beowolff Capital, with 27 years of experience investing in and building businesses across Europe, the United States, and Asia. He started his career at McKinsey & Company, helping clients drive cross-border integrations, organizational transformations, and sales growth. In 2003, Jan joined Goldman Sachs’ Merchant Banking Division, rising to Managing Director in 2011 and later leading Private Credit for Germany and Northern Europe. Since leaving Goldman Sachs, he has invested his own and third-party capital into the clean tech and fintech sectors. Jan holds a Master of Engineering from ETH Zurich, was a visiting scholar at MIT, and earned his M.B.A. at Harvard Business School.
To find out more, visit: www.beowolff.com.
London, U.K. – August 8, 2025: Leonardo Art Holdings GmbH, an investment vehicle advised by Beowolff Capital Management Ltd. (collectively, “Beowolff Capital”), today announced that 1,531,983 artnet shares were tendered into the voluntary public takeover and delisting offer (the “Offer”) for artnet AG (“artnet”) during the acceptance period, which ended on August 5, 2025. This corresponds to approximately 26.85% of all outstanding artnet shares. Including share purchases and binding agreements with shareholders, Beowolff Capital has thus secured a total stake of approximately 97.17% in artnet to date.
artnet shareholders who have not tendered their shares can still accept the Offer at the price of €11.25 per share (the “Offer Price”) during the additional acceptance period of the Offer, which ends on August 22, 2025. The Offer Price implies a significant premium of c. 97% to the undisturbed XETRA closing price of artnet shares on March 3, 2025. This is the final period during which artnet shareholders can immediately crystallize the value of their shares and accept the Offer. The revocation of the admission of the artnet shares to trading on the regulated market of the Frankfurt Stock Exchange (the “delisting”) is expected to take place upon expiration of the additional acceptance period.
Andrew Wolff, Chief Executive Officer of Beowolff Capital, said: “We are pleased with the strong support shown by artnet’s shareholders. The high tender rate underscores the trust placed in Beowolff Capital and our shared vision for artnet’s next chapter. We remain committed to accelerating artnet’s development and competitiveness, operating as a privately held company with greater agility. Through our growing portfolio of control investments in market-leading companies, we are building a symbiotic ecosystem powered by shared artificial intelligence tools – this not only compliments artnet’s value proposition but brings the necessary resources to realize artnet’s long-term growth strategy.”
Moreover, in the joint reasoned statement on the Offer published on July 22, 2025, the Managing Board and Supervisory Board of artnet expressed that the Offer is in the best interest of the company and its stakeholders and recommend that shareholders accept the Offer. artnet shareholders who still wish to accept the Offer should promptly contact their respective custodian bank or any other securities services company where their artnet shares are being held. The Offer is subject to the terms set out in the offer document approved by the German Federal Financial Supervisory Authority (Bundesanstalt für Finanzdienstleistungsaufsicht – “BaFin”).
Subject to customary conditions and caveats, artnet will apply for the delisting with effect from the expiry of the additional acceptance period of the Offer and take all commercially reasonable steps and measures to terminate the inclusion of the artnet shares in trading on the open market. This may result in a very limited liquidity and price availability for artnet shares. The delisting terminates artnet's comprehensive disclosure obligations under capital market law. Beowolff Capital does not intend to enter into a domination and/or profit and loss transfer agreement with artnet for a period of at least two years after settlement of the Offer.
The Offer Document and other information relating to the Offer are published on the following website: www.leonardo-offer.com.
Advisors
Beowolff Capital is advised by ParkView Partners as exclusive financial advisor and Kirkland & Ellis as legal advisor on this transaction.
About the Beowolff Capital team
Andrew Wolff is the Chief Executive Officer of Beowolff Capital. He has been a private market investor for 30 years in the United States, Europe, and Asia. He spent the bulk of his career at Goldman Sachs, where he was most recently the Global Co-Head of the Merchant Banking Division and the Global Co-Head of the Corporate Equity Investing business. Andrew also served as the Co-CIO of Goldman Sachs’ flagship private equity funds. He was named partner in 2006. Andrew earned a B.A. in Philosophy from Yale University, and a J.D. and M.B.A. from Harvard Law and Business Schools.
Jan Petzel is the Chief Investment Officer of Beowolff Capital, with 27 years of experience investing in and building businesses across Europe, the United States, and Asia. He started his career at McKinsey & Company, helping clients drive cross-border integrations, organizational transformations, and sales growth. In 2003, Jan joined Goldman Sachs’ Merchant Banking Division, rising to Managing Director in 2011 and later leading Private Credit for Germany and Northern Europe. Since leaving Goldman Sachs, he has invested his own and third-party capital into the clean tech and fintech sectors. Jan holds a Master of Engineering from ETH Zurich, was a visiting scholar at MIT, and earned his M.B.A. at Harvard Business School.
To find out more, visit: www.beowolff.com.
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
Disclosure of an inside information acc. to Article 17 MAR of the Regulation (EU) No 596/2014
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.
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.
Nexus AG: Submission of a Specified Squeeze-Out Demand by Project Neptune Bidco GmbH / Cash Compensation Set at EUR 70.00 per Share by Project Neptune Bidco GmbH
Public disclosure of inside information according to article 17 MAR
Donaueschingen, 11 August 2025 – Project Neptune Bidco GmbH, a holding company controlled by investment funds advised and managed by affiliates of TA Associates Management, L.P., today has submitted to Nexus AG (Ticker: NXU; ISIN: DE0005220909) a confirmation and further specification of its demand dated 28 April 2025 pursuant to Section 327a para. 1 of the German Stock Corporation Act (Aktiengesetz, "AktG"), requesting that the general meeting of Nexus AG resolve on the transfer of all shares held by the remaining shareholders (minority shareholders) to Project Neptune Bidco GmbH, as the majority shareholder, in exchange for payment of an appropriate cash compensation (the so-called squeeze-out under stock corporation law). In this context, Project Neptune Bidco GmbH has informed Nexus AG that the cash compensation to be paid to the minority shareholders in accordance with Section 327b para. 1 AktG has been determined at EUR 70.00 per share.
The statutory squeeze-out becomes effective only upon the adoption of the respective resolution by the general meeting and its registration in the commercial register. The general meeting of Nexus AG, at which the resolution regarding the squeeze-out is to be adopted, is scheduled to be convened for 25 September 2025.
Donaueschingen, 11 August 2025 – Project Neptune Bidco GmbH, a holding company controlled by investment funds advised and managed by affiliates of TA Associates Management, L.P., today has submitted to Nexus AG (Ticker: NXU; ISIN: DE0005220909) a confirmation and further specification of its demand dated 28 April 2025 pursuant to Section 327a para. 1 of the German Stock Corporation Act (Aktiengesetz, "AktG"), requesting that the general meeting of Nexus AG resolve on the transfer of all shares held by the remaining shareholders (minority shareholders) to Project Neptune Bidco GmbH, as the majority shareholder, in exchange for payment of an appropriate cash compensation (the so-called squeeze-out under stock corporation law). In this context, Project Neptune Bidco GmbH has informed Nexus AG that the cash compensation to be paid to the minority shareholders in accordance with Section 327b para. 1 AktG has been determined at EUR 70.00 per share.
The statutory squeeze-out becomes effective only upon the adoption of the respective resolution by the general meeting and its registration in the commercial register. The general meeting of Nexus AG, at which the resolution regarding the squeeze-out is to be adopted, is scheduled to be convened for 25 September 2025.
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