DGAP-Ad hoc: TOM TAILOR Holding AG

DGAP-Adhoc: TOM TAILOR Holding AG intends to implement a capital increase of at least EUR 10 million with backstop by Fosun

TOM TAILOR Holding AG / Key word(s): Capital Increase

09.11.2016 20:16

Disclosure of an inside information according to Article 17 MAR, transmitted by DGAP - a service of EQS Group AG. The issuer is solely responsible for the content of this announcement.

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TOM TAILOR GROUP intends to implement a capital increase of at least EUR 10 million with backstop by Fosun

This information is neither directly nor indirectly intended for publication in the United States of America, Canada, Japan or Australia.

Hamburg, 9 November 2016 - The management board of Tom Tailor Holding AG intends to carry out a capital increase against cash contribution of up to 10% of the current capital stock making partially use of the authorized capital. The statutory subscription right of the shareholders shall be excluded. The company intends to raise in connection with the capital increase cash proceeds of at least EUR 10 million.

In order to implement the cash capital increase the company has executed a backstop agreement with Fosun International Ltd. ("Fosun"), pursuant to which Fosun is entitled to participate in the cash capital increase in the extent of its current shareholding in the company's stated share capital of approximately 29.47%. Simultaneously, Fosun undertakes to purchase all non- placed new shares to the extent the total purchase price to be paid by Fosun does not exceed EUR 10 million.

The obligations of Fosun under the backstop agreement are, inter alia, still subject to several conditions.

First, it is an essential condition that the German Federal Financial Supervisory Authority (BaFin) exempts Fosun pursuant to section 37 of the German Takeover Act (WpÜG) from the obligation to publish and submit a takeover offer to all shareholders in case Fosun - as a result of the capital increase - acquires the control over the company. A further essential condition is the issuance of the required cartel clearances by the relevant antitrust authorities in the event Fosun gains control over the company as a result of the capital increase.

The implementation of the capital increase is finally subject to the necessary resolutions by the management board and the supervisory board of the company to carry out the capital increase. These resolutions shall be passed without undue delay once the aforementioned conditions have been met.

The management board expects that the conditions agreed with Fosun in the backstop agreement will be fulfilled.

09.11.2016 The DGAP Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Archive at www.dgap.de

--------------------------------------------------------------------------- Language: English Company: TOM TAILOR Holding AG Garstedter Weg 14 22453 Hamburg Germany Phone: +49 (0) 40 589 56 0 Fax: +49 (0) 40 589 56 398 E-mail: info@tom-tailor.com Internet: www.tom-tailor-group.com ISIN: DE000A0STST2 WKN: A0STST Listed: Regulated Market in Frankfurt (Prime Standard), Hamburg; Regulated Unofficial Market in Berlin, Dusseldorf, Hanover, Munich, Stuttgart, Tradegate Exchange End of Announcement DGAP News-Service ---------------------------------------------------------------------------