• Stock exchange listing on the regulated market (Prime Standard) on the Frankfurt Stock Exchange sought
• One of the leading and fastest growing online retailers of baby and toddler products with an average annual sales growth rate (CAGR) of 117% in the period of 2012 and 2014
• In the planned IPO, new shares are to be placed to promote the future growth of the company as well as shares of some current shareholders
• The major shareholders remain invested in the company despite the sale of shares

Munich, April 10, 2015. windeln.de GmbH (following the transformation windeln.de AG) ("windeln.de" or the "Company"), one of the leading and fastest growing online retailers of baby and toddler products in Germany, Austria and Switzerland, which has also built a successful e-commerce business with baby products (primarily baby food) for customers in China, is preparing its initial public offering ("IPO") in Germany and Luxembourg as well as over-the-counter private placements in b countries outside Germany and Luxembourg. Depending on the stock market environment, the company aims to admit its shares to the regulated market (Prime Standard) of the Frankfurt Stock Exchange in 2015. The offer is expected to consist of new shares issued as part of a capital increase in the amount of approximately EUR 100 million and a sale of shares of some current shareholders in the amount of approximately EUR 80 million, plus potential greenshoe proceeds (which would come from a further capital increase) of up to 15% of the basic offer. Assuming full exercise of the greenshoe, the total issue volume would amount to approximately EUR 200 million. All major shareholders of windeln.de will continue to be invested in the company. These include DN Capital (24.3%), Acton Capital (19.5%), Goldman Sachs (12.8%), Deutsche Bank (11.1%), MCI Private Ventures (8.8%), 360 Capital (4.3%) as well as two managing directors and founders of the company via Gut Vermögensverwaltung (8.7%) and ABrand Management (4.6%). With the net issue proceeds from the sale of the newly issued shares, windeln.de intends to finance further long-term growth and general corporate purposes (see Notes). "windeln.de has grown strongly since its inception in 2010. Between 2012 and 2014, our average annual revenue growth rate (CAGR) was 117%," said Alexander Brand, CEO and co-founder of windeln.de. "With our 'windeln.de' business segment, we reached profitability in 2014. This important milestone underpins the attractiveness and competitiveness of our business model. The IPO is the next logical step for us, as we are creating an even stronger starting position to accelerate the long-term growth of our company." Since its founding in 2010, windeln.de has grown continuously both organically and through acquisitions. The management team already has successfully completed and integrated acquisitions, which have contributed to the growth of windeln.de. An example of this is the acquisition of the Swiss Kindertraum.ch AG at the end of 2013. BofA Merrill Lynch, Deutsche Bank and Goldman Sachs International are acting as Joint Global Coordinators and Joint Bookrunners. Berenberg and COMMERZBANK were mandated as additional joint bookrunners. The appendices to this press release contain other important information about windeln.de, such as the business outlook, financial information and other key performance indicators.

Press

Christian Falkowski Phone: +49 (89) 4161 7151 21 E-Mail: cfalkowski@windeln.de

About windeln.de

windeln.de is one of the leading pure online retailers specializing in baby and children's products in Germany, Austria and Switzerland. In addition, the company has built a successful e-commerce business with baby and toddler products for customers in China. windeln.de offers around 100,000 products from around 1,000 brands that young parents can conveniently order online. The spectrum ranges from diapers and baby food to children's furniture, toys, clothing, strollers and car seats, making windeln.de a central point of contact for parents. For more information, see https://corporate.windeln.de.

Exclusion of liability

These materials may not be published, distributed or transmitted directly or indirectly in the United States, Canada, Australia or Japan. These materials do not constitute an offer to buy securities or a solicitation of an offer to purchase securities of windeln.de AG (the "Company") in the United States, Germany or any other country. The company's securities may not be offered or sold in the United States absent registration or an exemption from registration under the U.S. Securities Act of 1933, as amended (the "Securities Act"). The securities of the Company have not been and will not be registered under the Securities Act or the securities laws of Australia, Canada or Japan. The offer will be made exclusively by and on the basis of a securities prospectus to be published. An investment decision regarding the company's publicly offered securities should only be made on the basis of the securities prospectus that would be available from the company and which will contain detailed information about the company and management as well as annual financial statements. The securities prospectus will be published immediately after approval by the Federal Financial Supervisory Authority and will be available free of charge from windeln.de AG, Schertlinstraße 8, 81379 Munich, Germany, or on the Company's website. The distribution of this notice may be limited by law in certain countries; Persons who come into possession of documents or other information referred to herein should inform themselves about and observe these restrictions. Failure to comply with these restrictions may constitute a violation of the securities laws of those countries. This release may contain forward-looking statements or statements that are deemed to be such. Such forward-looking statements can be identified by the use of appropriate words such as "believe", "assume", "plan", "predict", "expect", "intend", "may", "will" or "should" or their respective denial or other variations or similar words. The same applies to statements regarding strategies, plans, goals, future events or projects. Forward-looking statements may differ materially from subsequent results and often differ. All forward-looking statements reflect the Company's current view of future events and are subject to risks relating to future events and other risks, uncertainties and assumptions about the Company's business, net assets, financial position and results of operations, liquidity, prospects, growth or strategy. Forward-looking statements should always be viewed from the perspective of the date on which they are made. Both the Company and the Joint Global Coordinators and Joint Bookrunners (all banks collectively, the "Underwriters") and their respective affiliates expressly disclaim any obligation to update, review or revise any forward-looking statements contained in this release as a result of new information, future developments or otherwise. The information in this Communication is for background information only; a claim to completeness is not made. The information in this announcement or its accuracy or completeness should not be relied on for any purpose. The information in this notice is subject to change. This announcement does not constitute a recommendation regarding the possible offer of the securities described in this announcement (the "Offering"). Purchases for the purpose of an investment to which this announcement relates may expose an investor to a significant risk of losing the entire investment amount. Potential investors should seek professional advice on the suitability of the offer for the person concerned. The syndicate banks are acting exclusively for the Company in connection with the Offer. You will not consider any other person to be your respective client in connection with the Offer and will not be responsible to any person other than the Company to provide the protection he receives as a Client. Furthermore, you will not advise any person other than the Company in connection with the offer, the content of this announcement or any other matter referred to in this document. In connection with the Offer, the syndicate banks and their respective affiliated companies may, as investors, subscribe for or purchase securities of the Company for their own account and otherwise act for their own account. Therefore, as soon as the prospectus is published, references to the securities issued shall include any issue or offer to the underwriters and their respective affiliates acting as investors for their own account. In addition, certain syndicate banks or their respective affiliates may enter into financing agreements and swaps with investors in connection with which those syndicate banks (or their affiliates) may each purchase, hold or dispose of shares in the Company. The syndicate banks do not intend to disclose the scope of such investments or transactions unless they are legally or prudently obliged to do so. The Underwriters or their respective directors, officers, employees, consultants or agents do not accept any responsibility or liability or guarantee for and make no express or implied statement as to the truth, accuracy or completeness of the information in this announcement (or the absence of any information in this announcement) or, with few exceptions, any other information about the Company, its subsidiaries or affiliates; whether in written, oral or visual or electronic form, regardless of the manner in which it is transmitted or made available, or for any loss arising in any way from the use of this announcement or its contents or otherwise in connection therewith.