Topdanmark — M&A Activity 2016

Sep 27, 2016

This announcement is not for release or distribution or publication in whole or
in part, directly or indirectly, in or into the USA, Australia, Canada, Japan,
South Africa, Hong Kong or in any other jurisdiction in which this would amount
to a violation of local rules and regulation.

27 September 2016
Announcement No. 57/2016

Further to company announcement No. 52/2016 (Sampo owns 33.34% of the
Topdanmark shares and has announced a mandatory no-premium offer for Topdanmark
shares), Sampo has published the Offer Document today.

The Offer Advertisement and acceptance form will be sent to Topdanmark’s
shareholders on the register (except for shareholders resident in the USA,
Australia, Canada, Japan, South Africa, Hong Kong or in any other jurisdiction
in which this would amount to a violation of local rules and regulations).

Statement by the Board of Directors
On the basis of the Offer Document, Topdanmark’s Board of Directors will
analyse Sampo’s mandatory offer for the shares in Topdanmark and, pursuant to
Danish Executive Order no. 562 of 2 June 2014 on takeover bids, Topdanmark’s
Board of Directors will prepare a statement containing its position on the
mandatory offer. This statement will be announced no later than on 11 October
2016.

The Board of Directors recommends Topdanmark’s shareholders to await this
statement, before deciding whether to accept the mandatory offer.

Process
Topdanmark’s Board of Directors has set up a committee for handling the process
concerning the mandatory offer.

Torbjörn Magnusson, Topdanmark’s Deputy Chairman, is not involved in the board
assignments concerning the mandatory offer due to a conflict of interest, since
Torbjörn Magnusson is CEO of If, a wholly-owned subsidiary of Sampo.

Advisers
Topdanmark’s Board of Directors has engaged Kromann Reumert as legal adviser
and J.P. Morgan as financial adviser in connection with the mandatory offer
from Sampo.

Please direct any queries to:
Steffen Heegaard
Group Communication and IR Director
Tel: +45 44 74 40 17
Mobile tel: +45 40 25 35 24

Topdanmark A/S
Reg.No. 78040017
Borupvang 4
2750 Ballerup