TCM Group

Share Issue/Capital Change • Dec 22, 2017

TCM Group A/S: Overallotment

TCM Group A/S: Overallotment

COMPANY ANNOUNCEMENT

No. 14/2017

Tvis, 22 December 2017

NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART,
DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES, AUSTRALIA, CANADA OR
JAPAN OR ANY OTHER JURISDICTION WHERE THE DISTRIBUTION
OR RELEASE WOULD BE UNLAWFUL

This announcement does not constitute a prospectus. No one should
purchase any securities in TCM Group A/S ("TCM Group" or the
"Company") except on the basis of information in the prospectus
published by the Company in connection with the offering and admission of such
securities to trading and official listing on Nasdaq Copenhagen A/S. Copies of
the prospectus are available at the Company's registered office and, subject to
certain exceptions, through the website of the Company.

Exercise in
part of the overallotment option in connection with the initial public offering
and admission to trading and official listing of the shares of TCM Group A/S.
Total offering size increased to DKK 713.6 million

With reference to announcement no. 3/2017 regarding pricing of the
initial public offering of the shares of TCM Group (the "Offering") and the prospectus published by TCM Group
on 13 November 2017, TCM Group today announces that Carnegie
Investment Bank, filial af Carnegie Investment Bank AB (Publ), Sverige ("Carnegie"), in its capacity as Stabilising Manager in the Offering, has partly
on behalf of the Joint Bookrunners exercised the overallotment option with 282,037
additional shares at the offer price of DKK 98 per share from the Company's
major shareholder, Innovator International S.à r.l.

As a result, the total number of shares offered in the Offering
amounts to 7,282,037 shares, thereby increasing the total offering size to DKK 713,639,628.

Carnegie is together with Danske Bank A/S acting as Joint Global
Coordinators, and Carnegie and Danske Bank A/S are together with ABG Sundal Collier
ASA Denmark, filial af ABG Sundal Collier ASA, Norge acting as Joint
Bookrunners.

For additional information,
please contact:

CEO, Ole Lund Andersen, TCM
Group, +45 97 43 52 00

About TCM Group

TCM Group is Scandinavia's third
largest manufacturer of kitchens and furniture for bathrooms and storage. The
products are Danish design, produced in Denmark and rooted in a proud tradition
of good quality and good craftsmanship. TCM Group pursues a multi-brand
strategy, under which the main brand is Svane Køkkenet and the other brands are
Tvis, Nettoline and kitchn. Combined, the brands cater for the entire price
spectrum, and are sold through 125 dealers in Denmark and the rest of the
Scandinavia. In addition, TCM Group sells private label kitchens through a
total of more than 150 DIY stores in Denmark and independent kitchen stores in
Norway. See www.tcmgroup.dk
for more information.

Important notice

This announcement is not an offer to sell or a solicitation of any
offer to buy any securities issued by TCM Group A/S (the "Company")
in any jurisdiction where such offer or sale would be unlawful, and the
announcement and the information contained herein are not for distribution or
release, directly or indirectly, in or into such jurisdictions.

In any member state of the European
Economic Area ("EEA Member State"), other than Denmark, that has
implemented Directive 2003/71/EC as amended (together with any applicable implementing
measures in any member state, the "Prospectus Directive"), this
announcement is only addressed to and is only directed at investors in that EEA
Member State who fulfil the criteria for exemption from the obligation to
publish a prospectus, including qualified investors within the meaning of the
Prospectus Directive as implemented in each such EEA Member State.

Any securities referred to herein have not
been and will not be registered under the U.S. Securities Act of 1933, as
amended (the "Securities Act"), and may not be offered or sold in the
United States absent registration or an exemption from, or in a transaction not
subject to, the registration requirements of the Securities Act. There is no
intention to register any securities referred to herein in the United States or
to make a public offering of the securities in the United States. 

In the United Kingdom, this announcement
and any other materials in relation to the securities described herein are only
being distributed to, and are only directed at, and any investment or
investment activity to which this announcement relates is available only to,
and will be engaged in only with, "qualified investors" (as defined
in section 86(7) of the Financial Services and Markets Act 2000) and who are (i)
persons having professional experience in matters relating to investments who
fall within the definition of "investment professionals" in Article
19(5) of the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (the "Order"); or (ii) high net worth entities falling
within Article 49(2)(a) to (d) of the Order (all such persons together being
referred to as "relevant persons"). Persons who are not relevant
persons should not take any action on the basis of this announcement and should
not act or rely on it.

This announcement does not constitute a
prospectus and nothing herein contains an offering of securities. No one should
purchase any securities in the Company, except on the basis of information in
the prospectus published by the Company in connection with the offering and
admission of such securities to trading and official listing on Nasdaq
Copenhagen A/S. Copies of the prospectus are available from the Company's
registered office and, subject to certain exceptions, on the website of the
Company.

The Joint Bookrunners and their affiliates
are acting exclusively for the Company and the Selling Shareholders and no-one
else in connection with the offering. They will not regard any other person as
their respective clients in relation to the offering and will not be
responsible to anyone other than the Company and the Selling Shareholders for
providing the protections afforded to their respective clients, nor for
providing advice in relation to the offering, the contents of this announcement
or any transaction, arrangement or other matter referred to herein.

In connection with the offering, the Joint
Bookrunners and any of their affiliates, acting as investors for their own
accounts, may purchase shares and in that capacity may retain, purchase, sell,
offer to sell or otherwise deal for their own accounts in such shares and other
securities of the Company or related investments in connection with the
offering or otherwise. Accordingly, references in the prospectus, to the shares
being issued, offered, acquired, placed or otherwise dealt in should be read as
including any issue or offer to, or acquisition, placing or dealing by, such
Joint Bookrunners and any of their affiliates acting as investors for their own
accounts. The Joint Bookrunners do not intend to disclose the extent of any
such investment or transactions otherwise than in accordance with any legal or
regulatory obligations to do so. 

In connection with the offering, Carnegie
(the "Stabilising Manager") (or persons acting on behalf of the
Stabilising Manager) may over-allot securities or effect transactions with a
view to supporting the market price of the securities at a level higher than
that which might otherwise prevail. However, there is no assurance that the
Stabilising Manager (or persons acting on behalf of the Stabilising Manager)
will undertake stabilisation actions. Any stabilisation action may begin on or
after the date of commencement of trading and official listing of the
securities on Nasdaq Copenhagen A/S and, if begun, may be ended at any time,
but it must end no later than 30 days after the date of commencement of trading
and official listing of the securities.

Matters discussed in this release may
constitute forward-looking statements. Forward-looking statements are
statements that are not historical facts and that can be identified by words
such as "believe", "expect", "anticipate",
"intends", "estimate", "will", "may",
"continue", "should", and similar expressions. The
forward-looking statements in this announcement are based upon various
assumptions, many of which are based, in turn, upon further assumptions.
Although the Company believes that these assumptions were reasonable when made,
these assumptions are inherently subject to significant known and unknown risks,
uncertainties, contingencies and other important factors which are difficult or
impossible to predict and are beyond its control. Such risks, uncertainties,
contingencies and other important factors could cause actual events to differ
materially from the expectations expressed or implied in this release by such
forward-looking statements.

The information, opinions
and forward-looking statements contained in this announcement speak only as at
its date, and are subject to change without notice.

Attachments:

• Company announcement 14-2017 Overallotment