Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

PROGRESS UPDATE ON

DISCLOSEABLE TRANSACTION

IN RELATION TO A VOLUNTARY PUBLIC TAKEOVER OFFER

OF THE COMPANY TO THE SHAREHOLDERS OF

TOM TAILOR

Reference is made to the announcements of Fosun International Limited (the "Company") dated 19 February 2019 and 22 February 2019 (the "Announcements") in relation to, among others, the subscription of Tom Tailor Shares and the Voluntary Public Takeover Offer of the Company to the Tom Tailor Shareholders. Capitalized terms used in this announcement shall have the same meanings as defined in the Announcements unless the context requires otherwise.

The Board announces that the Offer Document in relation to the Voluntary Public Takeover Offer has been approved by BaFin on 29 March 2019 (Frankfurt am Main local time) and published by the Company on 1 April 2019 (Frankfurt am Main local time). The details of the Voluntary Public Takeover Offer are as follows:

Bidder:

The Company

Within the settlement of the Voluntary Public Takeover Offer, up

to 12,703,438 Tendered Tom Tailor Shares, representing

approximately 29.99% of Tom Tailor's issued share capital and

voting rights, will be transferred by the Central Settlement Agent

through a trustee directly to Yuyuan (or one of its direct or indirect

subsidiaries) subject to satisfaction of the Transaction Conditions.

Target Company:

Tom Tailor

Subject of the

Acquisition of all Tom Tailor Shares, which are not already

Voluntary Public

directly held by the Company (including all ancillary rights

Takeover Offer:

associated therewith, in particular the right to dividends, existing

at the time of the settlement of the Voluntary Public Takeover

Offer).

The Voluntary Public Takeover Offer is not subject to a minimum

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acceptance threshold.

Consideration:

EUR 2.31 per Tom Tailor Share

Maximum

EUR 77,980,538.28, on the assumption that all 32,978,588 Tom

Consideration:

Tailor Shares which are not already directly held by the Company

are tendered together with the relevant transaction costs.

Acceptance Period:

1 April 2019 to 6 June 2019, 24:00 (midnight) (Frankfurt am Main

local time)

Additional Acceptance

The Additional Acceptance Period is expected to begin on 13 June

Period:

2019 and to expire on 26 June 2019, 24:00 (midnight) (Frankfurt

am Main local time)

Settlement of the

The settlement of the Voluntary Public Takeover Offer for all

Voluntary Public

Tendered Tom Tailor Shares (regardless of whether the Voluntary

Takeover Offer:

Public Takeover Offer has been accepted within the Acceptance

Period or the Additional Acceptance Period) will take place after

the expiry of the Additional Acceptance Period and no later than

on the twelfth (12th) Banking Day after expiry of the Additional

Acceptance Period.

As the Voluntary Public Takeover Offer has not been completed, shareholders and potential investors of the Company are advised to exercise caution when dealing in the securities of the Company.

Further announcement will be made by the Company in respect of the Voluntary Public Takeover Offer as and when appropriate.

DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms shall have the meanings as set out below:

"Acceptance Period"

The

period for acceptance of the

Voluntary Public

Takeover Offer begins upon publication of the Offer

Document on 1 April 2019 and expires on 6 June 2019,

24:00 (midnight) (Frankfurt am Main local time, including

any extension of such period in accordance with the Offer

Document excluding, however, the Additional Acceptance

Period)

"Additional Acceptance Period"

The

additional period for acceptance

of the Voluntary

Public Takeover Offer for the Tom Tailor Shareholders

who

have not accepted the Voluntary

Public Takeover

Offer within the Acceptance Period, which is two (2)

2

weeks after the publication of the results of the Voluntary

Public Takeover Offer by the Company, presumably

begins on 13 June 2019 and expires on 26 June 2019,

24:00 (midnight) (Frankfurt am Main local time), subject

to the extension of the Acceptance Period

"Banking Day"

Any day on which banks in Frankfurt am Main, Germany,

are open for general business

"Central Settlement Agent"

COMMERZBANK Aktiengesellschaft, Kaiserstrasse 16,

60311 Frankfurt am Main, Germany

"Consideration"

EUR 2.31 per Tom Tailor Share which is the higher of the

following prices: (i) EUR2.26, equivalent to the price of

the Subscription and (ii) the weighted average domestic

stock market price of Tom Tailor during the last three

months prior to the publication of the Company's decision

to launch the Voluntary Public Takeover Offer which

amounts to EUR 2.31 and has been provided by BaFin to

the Company on 26 February 2019 (Frankfurt am Main

local time)

"Custodian Bank(s)"

The custodian securities services company(ies) which

holds custody of Tom Tailor Shares for the Tom Tailor

Shareholders in Germany, the European Union, the

European Economic Area or the United States of America

"Tendered Tom Tailor Shares"

The Tom Tailor Shares re-booked by the respective

Custodian Banks of the Tom Tailor Shareholders in their

securities account for which the Tom Tailor Shareholders

agree to accept the Voluntary Public Takeover Offer

"Tom Tailor Shareholder(s)"

All shareholders of Tom Tailor who are eligible to tender

their Tom Tailor Shares pursuant to the Voluntary Public

Takeover Offer, i.e. all shareholders of Tom Tailor except

for the Company

"Transaction Agreement"

A transaction agreement entered into between the

Company and Yuyuan on 20 March 2019, pursuant to

which, the Company undertook to conduct the Voluntary

Public Takeover Offer, to take all measures reasonably

required for the preparation and execution of the Voluntary

Public Takeover Offer, and to instruct the Central

Settlement Agent to transfer up to 12,703,438 Tendered

Tom Tailor Shares, representing approximately 29.99% of

Tom Tailor's total issued share capital and voting rights,

through a trustee directly to Yuyuan (or one of its direct or

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indirect subsidiaries) subject to satisfaction of the

Transaction Conditions

"Transaction Conditions"

The conditions precedent under the Transaction

Agreement that Yuyuan has to obtain all regulatory

approvals, if any, required for its participation in the

Voluntary Public Takeover Offer and to obtain record

notification of outward investment from Shanghai Pudong

New Area Development and Reform Committee and

outward investment certificate from Shanghai Pudong

New Area Municipal Committee of Commerce

"Yuyuan"

Shanghai Yuyuan Tourist Mart Co., Ltd, a company

established in the People's Republic of China, the shares

of which are listed on the Shanghai Stock Exchange with

stock code 600655

By Order of the Board

Fosun International Limited

Guo Guangchang

Chairman

1 April 2019

As at the date of this announcement, the executive directors of the Company are Mr. Guo Guangchang, Mr. Wang Qunbin, Mr. Chen Qiyu, Mr. Xu Xiaoliang, Mr. Qin Xuetang, Mr. Wang Can and Mr. Gong Ping; and the independent non-executive directors are Mr. Zhang Shengman, Mr. Zhang Huaqiao, Mr. David T. Zhang, Mr. Yang Chao and Dr. Lee Kai-Fu.

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Fosun International Limited published this content on 01 April 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 01 April 2019 10:51:16 UTC