Belysse Group NV — Major Shareholding Notification 2017

Jul 11, 2017

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PRESS RELEASE

Regulated Information

Sint-Baafs-Vijve, Belgium, 11 July 2017, 5.45 p.m. CET

PUBLICATION OF A TRANSPARENCY NOTIFICATION

1. Summary of the notification

Balta Group NV, listed on Euronext Brussels (the "Company"), has received on 10 July 2017 a transparency notification dated 10 July 2017.

LSF9 Balta Holdco S.à.r.l. has granted to Deutsche Bank AG, London Branch ("Deutsche Bank"), as stabilisation manager on behalf of the underwriters, an option to purchase up to 2,134,198 additional shares at the offer price of EUR 13.25 per share, to cover over-allotments or shortpositions in connection with the initial public offering of the Company. This over-allotment option was not exercised and the 2,134,198 shares lent to Deutsche Bank, as stabilisation manager for the duration of the stabilisation period, have been redelivered to LSF9 Balta Holdco S.à.r.l. as a result whereof LSF9 Balta Holdco S.à.r.l. has crossed the threshold of 55% of the voting rights.

This publication is made by the Company pursuant to the Belgian Law of 2 May 2007 on the disclosure of significant shareholdings in issuers whose shares are admitted to trading on a regulated market.

2. Content of the notification

The aforesaid notification dated 10 July 2017 contains the following information:

Reason for the notification

Acquisition or disposal of voting securities or voting rights.

Notification by

A parent undertaking or a controlling person.

• Persons subject to the notification requirement
• − Lone Star Capital Investments S.à.r.l., Atrium Business Park-Vitrum, 33 rue du Puits Romain, 8070 Bertrange, Grand Duchy of Luxembourg
• − LSF9 Balta Holdco S.à.r.l., Atrium Business Park-Vitrum, 33 rue du Puits Romain, 8070 Bertrange, Grand Duchy of Luxembourg
• Persons that dispose of voting rights

N/A

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Transaction date

04/07/2017

Threshold that is crossed (in %)

55

Denominator

35,943,396

Notified details

A) Voting rights	Previous notification # of voting rights	After the transaction
		# of voting rights		% of voting rights
Holders of voting rights		Linked to securities	Not linked to the securities	Linked to securities	Not linked to the securities
Lone Star Capital Investments S.à r.l.	0	0		0.00%
LSF9 Balta Holdco S.à r.l.	18,169,759	20,303,957		56.49%
Subtotal	18,169,759	20,303,957		56.49%
	TOTAL	20,303,957	0	56.49%	0.00%

Chain of controlled undertakings through which the holding is effectively held

Lone Star Capital Investments S.à.r.l. is the indirect and ultimate controlling shareholder of LSF9 Balta Holdco S.à.r.l.

Chain of control: (i) LSF9 Balta Holdco S.à.r.l. is controlled by LSF9 Balta Midco S.à.r.l., (ii) LSF9 Balta Midco S.à.r.l. is controlled by LSF9 Balta Topco S.à.r.l. and (iii) LSF9 Balta Topco S.à.r.l. is controlled by Lone Star Capital Investments S.à.r.l.

Additional information

LSF9 Balta Holdco S.à.r.l. has granted to Deutsche Bank AG, London Branch ("Deutsche Bank"), as stabilisation manager on behalf of the underwriters, an option to purchase up to 2,134,198 additional shares at the offer price of EUR 13.25 per share, to cover overallotments or short-positions in connection with the initial public offering of the Company. This over-allotment option was not exercised and the 2,134,198 shares lent to Deutsche Bank, as stabilisation manager for the duration of the stabilisation period, have been redelivered to LSF9 Balta Holdco S.à.r.l. as a result whereof LSF9 Balta Holdco S.à.r.l. has crossed the aforementioned threshold of 55% of the voting rights.

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As part of the management incentive plan ("MIP") arrangements LSF9 Balta Holdco S.à r.l. has agreed, on behalf of LSF9 Balta Midco S.à r.l., to transfer to the six senior managers of the group ("Management") 935,635 shares, subject to certain conditions. The main conditions of the MIP are that each member of Management continues to provide its services to the group on the date falling twelve months from the date of admission, at which point up to 467,820 shares will be transferred to those members of Management who satisfy that condition on that date, and on the date falling twenty four months from the date of admission, at which point up to a further 467,815 shares will be transferred to those members of Management who satisfy that condition on that date. To the extent the MIP conditions are not met in respect of a member of Management, LSF9 Balta Holdco S.à r.l. will retain the shares allocated to that member of Management.

Miscellaneous

This press release may be consulted on the website of the Company via the link www.baltagroup.com.

For further information, please contact:

Mathias Christiaens, Balta tel. + 32 56 62 22 16 mathias.christiaens@baltagroup.com

About Balta Group NV

Balta is a leading manufacturer of textile floor coverings, selling to over 135 countries worldwide. The Balta divisions are Balta Rugs (woven area rugs), Balta Residential Carpets & Tiles (under the brands Balta and ITC), Balta Commercial Carpets & Tiles (under the brands modulyss, Arc Edition and Bentley), and Balta Non-Woven (under the brand Captiqs). With the addition of Bentley, Balta employs over 3,600 FTEs in 9 manufacturing sites and in distribution centres in Belgium, Turkey and the United States.