ISS

Share Issue/Capital Change • Mar 11, 2014

Company Announcement
Copenhagen, 11 March 2014
No. 2/2014

NOT FOR RELEASE OR DISTRIBUTION OR PUBLICATION IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, IN OR INTO AUSTRALIA OR JAPAN

This announcement does not constitute an offering circular and nothing herein
contains an offering of securities. No one should purchase or subscribe for any
securities in ISS A/S (“ISS”) except on the basis of information in the offering
circular published by ISS in connection with the offering and admission of such
securities to trading and official listing on NASDAQ OMX Copenhagen A/S (“NASDAQ
OMX Copenhagen”). Copies of the offering circular are available from ISS’
registered office and on ISS’ website.

Due to very strong demand from investors, ISS A/S, one of the world’s leading
facility services companies, announces the early close of its offering to
retail investors in Denmark and institutional investors in both Denmark and
internationally. The offering was announced on 3 March 2014 in connection with
ISS’ initial public offering and admission of its shares to trading and
official listing on NASDAQ OMX Copenhagen.

The offering to retail investors will close today, Tuesday 11 March 2014 at
12:00 CET. The early close of the offering to retail investors is due to such
investors having placed orders for ISS shares which, in the aggregate, exceed
the expected allocation of offer shares to orders up to and including DKK 3
million each in the Offering.

Additionally, ISS A/S today announces that it has decided that the offering of
ISS shares for individual orders of more than DKK 3 million each will close
Wednesday, 12 March 2014 at 16:00 CET.

Information about the result of the Offering, including the final offer price
and the allocation of shares, is expected to be announced on Thursday 13 March
2014 before 8:00 AM CET, allowing the admission to trading and official listing
of the ISS shares on NASDAQ OMX Copenhagen to be moved forward to Thursday 13
March 2014. The shares will trade under the ticker code “ISS”.

The offer shares are expected to be delivered on or about Tuesday 18 March 2014
against payment in immediately available funds in Danish kroner. All settlement
in connection with the Offering will take place in the temporary ISIN DK
0060542264.

The existing shares are issued under the permanent ISIN DK 0060542181. The
temporary ISIN will be merged with the permanent ISIN, which is expected to
occur on or about 20 March 2014.

For enquiries
Jeff Gravenhorst, Group CEO, +45 38 17 00 00

For media enquiries
Kenth Kærhøg, Head of Group Communications, +45 38 17 62 05
Giles Sanderson, Victoria Palmer-Moore, Powerscourt +44 20 7250 1446

Important notice

This announcement and the information contained herein are not for distribution
in or into Australia or Japan.

This announcement is not an offer to sell or a solicitation of any offer to buy
any securities issued by ISS 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 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 communication is only
addressed to and is only directed at qualified investors in that member state
within the meaning of the Prospectus Directive.

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 registration under 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. Any securities sold in
the United States will be sold only to qualified institutional buyers (as
defined in Rule 144A under the Securities Act) pursuant to Rule 144A.

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.

In Canada any offers or sales of securities referred to herein will only be
made in the provinces of Ontario and Québec or to residents thereof and not in,
or to the residents of, any other province or territory of Canada. Such offers
and sales will be made only pursuant to a Canadian offering memorandum
consisting of any offering circular published by the Company accompanied by a
Canadian supplement.

This announcement does not constitute an offering circular and nothing herein
contains an offering of securities. No one should purchase or subscribe for any
securities in the Company, except on the basis of information in the offering
circular published by the Company in connection with the offering and admission
of such securities to trading and official listing on NASDAQ OMX Copenhagen
A/S. Copies of the offering circular are available from the Company’s
registered office and on the website of the Company.

Stabilisation

The Joint Bookrunners, Co-lead Managers and Lazard and their affiliates are
acting exclusively for ISS and FS Invest II S.à r.l. and no-one else in
connection with the IPO. They will not regard any other person as their
respective clients in relation to the IPO and will not be responsible to anyone
other than ISS and FS Invest II S.à r.l. for providing the protections afforded
to their respective clients, nor for providing advice in relation to the IPO,
the contents of this announcement or any transaction, arrangement or other
matter referred to herein.

In connection with the IPO, the Joint Bookrunners and Co-lead Managers and any
of their affiliates, acting as investors for their own accounts, may subscribe
for or 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 ISS or related investments in connection with the IPO or
otherwise. Accordingly, references in the offering circular, to the shares
being issued, offered, subscribed, acquired, placed or otherwise dealt in
should be read as including any issue or offer to, or subscription,
acquisition, placing or dealing by, such Joint Bookrunners and Co-lead Managers
and any of their affiliates acting as investors for their own accounts. The
Joint Bookrunners and Co-lead Managers 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, Goldman Sachs International (the “Stabilizing
Manager”) (or persons acting on behalf of the Stabilizing 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 Stabilizing Manager
(or persons acting on behalf of the Stabilizing Manager) will undertake
stabilization action. Any stabilization action may begin on or after the date
of commencement of trading and official listing of the securities on NASDAQ OMX
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 press release 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.

About ISS
The ISS Group was founded in Copenhagen in 1901 and has grown to become one of
the world’s leading Facility Services companies. ISS offers a wide range of
services such as: Cleaning, Catering, Security, Property and Support Services
as well as Facility Management. Global revenue amounted to DKK 78.5 billion in
2013 and ISS has more than 530,000 employees and local operations in more than
50 countries across Europe, Asia, North America, Latin America and Pacific,
serving thousands of both public and private sector customers. For more
information on the ISS Group, visit www.issworld.com.