Polaris Capital Group Co., Ltd.

December 8, 2016

Sale of SWP Holdings Inc. (the holding company of Socie World Co., Ltd.)

Polaris Private Equity Fund III (“Polaris Fund III”), managed by Polaris Capital Group Co., Ltd. (“Polaris”), has agreed with Isetan Mitsukoshi Holdings Ltd. (“IMH”) on the sale of all of the shares of SWP Holdings Inc. (“SWP”) (with 100% of the voting rights) owned by Polaris Fund III and other shareholder to IMH and signed Share Purchase Agreement today. SWP owns 100% of Socie World Co., Ltd, (“Socie”). Socie operates aesthetic salons for middle to high-end female customers as well as hair salons, eye lash salons and sports clubs and enjoys strong brand recognition as a company with a longer than 50 year history. Benefiting from such brand name, Socie has opened its aesthetic salons in high-class department stores and luxury hotels and as a result secured a very solid business model with loyal and affluent customer base. On the overseas front, Socie was the first in the industry to open a shop outside of Japan and has succeeded in establishing a strong operation in Taiwan. By applying the success formula in Taiwan to other markets (including China where a franchise system hasrecently been implemented),

Socie is expected to achieve a further growth in the global market.

Polaris has decided to proceed with the sale since, as a member of IMH group, Socie is expected to enjoy various synergy effects such as brand enhancement, an access to IMH’s affluent customer base and shop opening at IMH’s department stores in prime locations in Japan and overseas, which would lead to a higher corporate value.

The share transfer is expected to be completed on January 12, 2017.

For inquires:

Susumu Sekihata

Partner

Polaris Capital Group Co., Ltd.

Phone: 813-5223-6727

Ratos and its subsidiary Arcus (formerly ArcusGruppen), one of the leading wine and spirits suppliers in the Nordic region, intend to list the company’s shares on the Oslo Stock Exchange. A listing of Arcus is expected to deliver a strong and diversified long-term ownership base that can support the company’s continued growth strategy and strengthen its market position.

In 2005, when Ratos acquired Arcus, the company was predominantly a Norwegian spirits producer, which has developed under Ratos’s majority ownership into the Nordic region’s leading supplier of wines and spirits. In Norway, Arcus is market leader in wines and spirits and in the other Nordic markets, it is one of the leading players. The company’s best-known proprietary spirits brands include Aalborg Akvavit, Gammel Dansk and Lysholm Linie Aquavit. For wines, Arcus has both proprietary brands, such as Ruby Zin, and agency operations in which the company represents such producers as Masi and Francois Lurton.

Value creating strategic initiatives that have been implemented since 2005 include a divestment of non-core operations, greater focus on growth through Nordic expansion, a wider offering, acquisition of new brands and increased production efficiency. A major investment in a new production facility has been completed in Gjelleråsen, Norway, where production has been consolidated. Arcus now stands on a new platform for growth and its vision is to offer the best Nordic aquavit to the world and to offer the best global wines to the Nordic markets.

Arcus has enjoyed positive sales growth over the past 11 years, with an annual growth rate of approximately 11% since 2005. When the company was acquired in 2005, sales amounted to approximately NOK 863m with an adjusted EBITDA of about NOK 31m, while in 2015 sales amounted to approximately NOK 2,471m with an adjusted EBITDA of about NOK 274m. This strong performance has continued during 2016 with sales amounting to approximately NOK 2,572m and adjusted EBITDA to about NOK 340m per rolling 12 months as of 30 September 2016. Arcus’s nine-month results are part of the Ratos portfolio’s results, adjusted for Ratos’s holding, which will be published in the interim report on 10 November 2016.

“Arcus was a rough diamond when we acquired the company in 2005. It has been an extremely interesting growth journey, filled with every value-creating dimension. Together with management, we have transformed the company from being a mainly Norwegian spirits producer into a Nordic market leader. Arcus has created a platform for both continued growth and development. That is why we believe Arcus is well suited to a listing and look forward to welcoming more investors as shareholders in the company,” says Mikael Norlander, Investment Director at Ratos.

“I am very proud of Arcus’s strong consumer brands, our partners and our employees. We have track record of profitable growth and we want to continue to grow in our core business. We look forward to welcoming new shareholders and employees to take part in our continued growth journey on the stock exchange,” says Kenneth Hamnes, CEO of Arcus.

Ratos’s holding in Arcus amounts to 83%. More detailed information regarding a schedule and terms and conditions will be announced in conjunction with a decision being made on the listing. ABG Sundal Collier ASA and Skandinaviska Enskilda Banken AB (Publ), have been appointed joint global coordinators and joint bookrunners for the listing, with Carnegie AS as joint bookrunner. Advokatfirmaet Wiersholm AS will serve as legal advisor to Arcus and Ratos.

For further information, please contact:

Mikael Norlander, Investment Director Ratos, +46 8 700 17 00

Elin Ljung, Head of Corporate Communications Ratos, +46 8 700 17 20

Kenneth Hamnes, CEO Arcus, +47 952 92 049

Financial calendar from Ratos:
Interim report January-September 2016 10 November 2016

Ratos is an investment company that owns and develops unlisted medium-sized companies in the Nordic countries. Our goal as an active owner is to contribute to long-term and sustainable business development in the companies we invest in and to make value-generating transactions. Ratos’s portfolio consists of 21 medium-sized Nordic companies and the largest segments in terms of sales are Construction, Industrials and Consumer goods/Commerce. Ratos is listed on Nasdaq Stockholm and has a total of approximately 16,000 employees.

Ratos has signed an agreement to acquire 100% of the shares in Plantasjen, the Nordic region’s leading chain store for plants and gardening accessories from funds advised by Apax Partners, a leading global private equity advisory firm. The purchase price (equity value) for 100% of the company is approximately NOK 1.2 billion, corresponding to an enterprise value of approximately NOK 2.9 billion.

Plantasjen is the Nordic region’s leading chain for sales of plants and gardening accessories, with a total of 124 stores in Norway, Sweden and Finland, and a primary focus on the consumer segment. The market for plants and gardening accessories is supported by stable growth and underlying positive trends in the form of increased interest in cultivation, plants and interior design. Since its founding in 1986 in Norway, Plantasjen has developed its operations, strengthened its brand and established itself broadly in the Nordic region, and it now holds a leading position in the market. Plantasjen has about 1,200 employees and generated sales of approximately NOK 3.7 billion in the last twelve months leading up to June 2016, with operating profit (EBITDA) of approximately NOK 370m.

“Plantasjen’s leading market position, strong brand and product offering in a market with stable growth is highly attractive. We anticipate continued high potential for increased sales in both current garden centres and the new investments in smaller, more centrally located stores. The company is currently working to sharpen its focus on its range of plant products, in order to meet the increased interest in plants and cultivation, which we consider to be a successful strategy for continued growth in value. Our experience in driving growth in consumer companies, combined with the company’s strong management and ambitious business plan, makes this a particularly interesting investment for Ratos,” explains Lars Johansson, Acting CEO at Ratos.

“The plant industry has considerable potential. Plantasjen’s operations are based on a positive core product that customers and employees cherish and have a genuine interest in. Plantasjen has a strong brand and a broad establishment in the Nordic region, and operates within an attractive market segment where we see considerable development potential to further build on these strengths. Combined with Ratos’s experience, competence and capital, the capacity represented by the leading brand of plants in all channels offers great potential to further strengthen our market position in the Nordic region,” says Jon Abrahamsson Ring, President and CEO of Plantasjen.

Ratos is acquiring 100% of the shares of Plantasjen. The purchase price (equity value) for 100% amounts to approximately NOK 1.2 billion. Based on estimated net debt on completion, the enterprise value for the transaction equals approximately NOK 2.9 billion. The acquisition is subject to approval by the relevant authorities and is expected to be completed in the fourth quarter.

For further information, please contact:

Elin Ljung, Head of Corporate Communications at Ratos, +46 8 700 17 20

Lars Johansson, Acting CEO of Ratos, +46 8 700 17 00

Johan Ramsten, Media Relations at Plantasjen, +46 70 971 12 85

Ratos is an investment company that owns and develops unlisted medium-sized Nordic companies. Our goal as an active owner is to contribute to long-term and sustainable business development in the companies we invest in and to make value-generating transactions. Ratos’s portfolio consists of 21 medium-sized Nordic companies and the largest segments in terms of sales are Construction, Industrials and Consumer goods/Commerce. Ratos is listed on Nasdaq Stockholm and has a total of approximately 16,100 employees.