Matas — Share Issue/Capital Change 2013

Jun 28, 2013

Company announcement 6/2013 Allerød, 28 June 2013

NOT FOR PUBLICATION, DISTRIBUTION OR RELEASE, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA OR JAPAN

Stabilisation period begins

Matas A/S hereby notifies that the stabilisation period begins following the announcement of the result of the offering and the admission for trading and official listing of shares in Matas A/S on NASDAQ OMX Copenhagen A/S earlier today, 28 June, and that the company has received the following notification from Morgan Stanley & Co International Plc as stabilising manager in the offering.

The securities:
Issuer:	Matas A/S
Securities:	Ordinary shares
Offering size:	DKK 2.8 billion
Offer price:	DKK 115
Associated securities:	N/A
Stabilisation:
Stabilisation Manager:	Morgan Stanley
Stabilisation period commences:	28 June 2013
Stabilisation period ends:	expected 26 July 2013
Maximum size of over-allotment facility:	3,190,677 shares
Conditions of use of over-allotment facility:	N/A
Greenshoe Option:
Exercise period:	30 days
Conditions of use of greenshoe option:	The stabilising manager may exercise this right in
	whole or from time to time in part not later than
	30 days from the commencement of trading and
	official listing on NASDAQ OMX Copenhagen.

In connection with the offering, the stabilising manager may over-allot the shares or effect transactions with a view to supporting the market price of the shares at a level higher than that which might otherwise prevail. However, there is no assurance that any stabilisation will be undertaken and that it may be discontinued at any time.

Enquiries

Lars Vinge Frederiksen, Chairman, tel +45 48 16 55 55 Terje List, CEO, tel +45 48 16 55 55

Investors: Jesper Breitenstein, Investor Relations, tel +45 27 80 76 75

Media:

Henrik Engberg Johannsen, Information Manager, tel +45 21 71 24 74

About Matas

Matas is the largest health and beauty retailer in Denmark. Since its incorporation in 1949 as an association of independently owned stores, the company has developed a strong reputation for professional advice and customer service excellence that it has leveraged to establish one of the best‐known retail chains in Denmark. Matas offers a distinctive one‐stop retail concept which serves a broad range of health, beauty, household and personal care needs. The company has more than 2,400 employees and in the financial year 2012/13, revenues amounted to DKK 3,200 million.

This document and the information contained herein are not for distribution or release, directly or indirectly, in or into the United States of America (including its territories and possessions, any state of the United States of America and the District of Columbia) (the "United States"), Australia, Canada or Japan. This communication does not constitute, or form part of, an offer to sell, or a solicitation of an offer to purchase, any securities in the United States, Australia, Canada or Japan or in any jurisdiction in which any offer or solicitation would be unlawful. The securities of Matas A/S have not been and will not be registered under the U.S. Securities Act of 1933 (the "Securities Act") and may not be offered or sold within the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

In any Member State of the EEA other than Denmark that has implemented 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.

This announcement is only directed at (i) persons who are outside the United Kingdom, (ii) to investment professionals falling within Article 19(5) of the U.K. Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (iii) high net worth entities falling within Article 49(2)(a) to (d) of the Order (the persons described in (i) through (iii) above together being referred to as "relevant persons"). The securities are only available to, and any invitation, offer or agreement to subscribe, purchase or otherwise acquire such securities will be engaged in only with, relevant persons. Any person who is not a relevant person should not act or rely on this announcement or any of its contents.

Stabilisation/FCA

The Joint Global Coordinators and Joint Bookrunners and the Co-lead Managers and their affiliates are acting exclusively for Matas A/S and the selling shareholders and no-one else in connection with the IPO. They will not regard any other person as their respective client in relation to the IPO and will not be responsible to anyone other than Matas A/S and the selling shareholders for providing the protections afforded to their respective clients, nor for providing advice in relation to the IPO, the contents of this communication or any transaction, arrangement or other matter referred to herein.

In connection with the IPO, the Joint Global Coordinators and Joint Bookrunners and the Co-lead Managers 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 Matas A/S or related investments in connection with the IPO or otherwise. Accordingly, references in the Offering Circular to the Shares being offered, acquired, placed or otherwise dealt in should be read as including any offer to, acquisition, placing or dealing by, such Joint Global Coordinators and Joint Bookrunners and the Co-lead Managers and any of their affiliates acting as investors for their own accounts. The Joint Global Coordinators and Joint Bookrunners and the 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.

Matters discussed in this communication may constitute forward-looking statements. Forward-looking statements are statements (other than statements of historical fact) relating to future events and anticipated or planned financial and operational performance and can be identified by words such as "targets", "believes", "expects", "aims", "intends", "plans", "seeks", "will", "may", "might", "anticipates", "would", "could", "should", "continues", "estimate" or similar expressions. The forward-looking statements in this communication are based upon various assumptions, many of which are based, in turn, upon further assumptions. Although Matas A/S 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 communication 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.