Wendel

M&A Activity • Jan 12, 2010

Not for distribution, directly or indirectly, in the United States, Canada, Australia or Japan.

WENDEL SUPPORTS THE LAUNCH OF THE INITIAL PUBLIC OFFERING OF HELIKOS, A "SPECIAL PURPOSE ACQUISITION COMPANY" (SPAC) DEDICATED TO THE GERMAN MARKET

Helikos is a company dedicated to investing in a non-listed company in Germany. Following its IPO, and based on the initial amount of the offer, Helikos will seek to invest € 250 million in a German Mittelstand company with an enterprise value of between € 300 million and € 1 billion.

As such, Helikos will contribute to the financing of the company in which it invests, providing it with a stock market listing, as Helikos shareholders would subsequently become shareholders of the company.

Helikos will aim at completing an acquisition within two years, with a possible six-month extension in case negotiations with a company have already been initiated.

Wendel has undertaken, through the Group's international development structure, Oranje-Nassau:

• To be the main sponsor of the project, and as such, to identify the company, carry out due diligence, negotiate and structure the transaction;
• To commit an initial amount of € 10 million to this investment, in the governance of which Wendel will fully play his role of professional reference shareholder.

For this project, Wendel will partner with Hermann Simon, founder of the consulting firm Simon Kucher & Partners, and Roland Lienau, Managing Director at Wendel, responsible for development in Germany. Messrs.°Simon and Lienau will be respectively co-Chairman and CEO of Helikos, which will be chaired by Dirk-Jan van Ommeren, Managing Director at Wendel and CEO of Oranje-Nassau.

Helikos listing is scheduled on February 1, 2010 on the Frankfurt Stock Exchange. Funds will be raised through the issuance of 25 million units, each of which will consist of one share and one warrant, at a price of € 10 each.

Transaction terms and the prospectus approved by the Luxembourg Financial Sector Regulatory Commission (CSSF) are available at www.helikosgroup.com.

About Wendel

Wendel is one of Europe's leading listed investment firms. The Group invests in France and abroad, in companies that are leaders in their businesses: Bureau Veritas, Legrand, Saint-Gobain, Materis, Deutsch, Stallergenes, Oranje-Nassau and Stahl. Wendel plays an active role as industry shareholder. It implements long-term development strategies, which involve boosting growth and margins of companies so as to enhance their leading market positions. Wendel's consolidated 2008 sales totalled € 5.4 billion. Wendel is listed on Eurolist by Euronext Paris.

Dissemination of this press release in certain countries may violate legislation in force. This press release may not be published, forwarded or distributed, either directly or indirectly, to or in the United States of America, Canada, Australia or Japan.

This press release does not, and shall not, under any circumstances, constitute a public offering, or an offer to sell or to subscribe, or a solicitation to offer to purchase or to subscribe to financial securities in France or any other jurisdiction. This press release does not constitute an offer to sell securities in Helikos SE in the United States or any other country. Securities in Helikos SE may not be sold in the United States unless they are registered or exempt from registration pursuant to the U.S. Securities Act of 1933, as amended. Helikos SE does not intend to register the offer described in this press release or any part thereof in the United States, or to carry out any public share offering in the United States.

Regarding the United Kingdom, this press release is directed only at persons who (i) are located outside the United Kingdom, (ii) investment professionals falling within Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Financial Promotion Order"), and (iii) "high net worth entities", and other persons to whom it may otherwise be lawfully communicated under Article 49(2)(a) to (d) of the Financial Promotion Order, as amended (persons falling under (i) to (iii) are collectively "Authorised Persons"). Existing shares offered as part of the Offer are only aimed at Authorised Persons and any invitation, offer or contract relative to the subscription, purchase or acquisition of these shares may only be entered into with Authorised Persons. Persons who are not Authorised Persons may not base their actions on this document or the information contained herein.

This press release is not a prospectus. The prospectus is the only document that contains all of the compulsory information pursuant to applicable regulations. As part of the offer, a prospectus prepared in compliance with EU Directive 2003/71/EC (the Directive) was approved by Luxembourg's Commission de la Surveillance du Secteur Financier (Financial Sector Regulatory Commission). The prospectus is available on the Helikos SE website (www.helikosgroup.com); printed copies of the prospectus may be obtained from Helikos SE, 115 avenue Gaston Diderich, 1420 Luxembourg.

Anne-Lise Bapst: +33 (0) 1 42 85 63 24 Laurent Marie: +33 (0) 1 42 85 91 31 al.bapst@wendelgroup.com l.marie@wendelgroup.com Christèle Lion: +33 (0) 1 42 85 91 27 Olivier Allot: +33 (0) 1 42 85 63 73 c.lion@wendelgroup.com o.allot@wendelgroup.com

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