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Amer Sports CorporationSTOCK EXCHANGE RELEASEDecember 19, 2018 at 9:50 a.m.



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NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.



Mascot Bidco Oy commences the autonomous recommended accessible banknote breakable action for all the issued and outstanding shares in Amer Sports Corporation on December 20, 2018

As appear on December 7, 2018, Mascot Bidco Oy (the “Offeror”) and Amer Sports Corporation (“Amer Sports”) have, calm with Mascot JVCo (Cayman) Bound and associates of an Agent Bunch (as authentic below) including ANTA Sports Articles Bound (“ANTA Sports”), FV Mascot JV, L.P. (an advance agent managed by FountainVest Partners) (“FV Fund”) and Anamered Investments Inc (an advance agent endemic by Mr. Chip Wilson) (“Anamered Investments”), on December 7, 2018 entered into a aggregate acceding (the “Combination Agreement”) beneath which the Offeror undertook to accomplish a autonomous recommended accessible banknote breakable action (the “Tender Offer”) to acquirement all of the issued and outstanding shares in Amer Sports, but excluding any shares of Amer Sports which are captivated by Amer Sports or its subsidiaries. ANTA Sports, FV Fund, Anamered Investments and Tencent Holdings Bound (which will advance through Mount Jiuhua Advance Bound as a bound accomplice in FV Fund) calm anatomy the agent bunch (the “Investor Consortium”).



Pursuant to the absolution of the Offeror appear today, the Finnish Banking Supervisory Authority has on December 19, 2018 accustomed the breakable action certificate apropos to the Breakable Action (the “Tender Action Document”). Pursuant to the absolution of the Offeror appear today, the accepting aeon for the Breakable Action (the “Offer Period”) will arise on December 20, 2018 at 9:30 a.m. (Finnish time) and expire on February 28, 2019 at 4:00 p.m. (Finnish time). The Offeror affluence the adapted to extend the Action Aeon in accordance with the acceding and altitude of the Breakable Offer.

Pursuant to the absolution of the Offeror appear today, the Breakable Action Certificate will be accessible in Finnish from December 20, 2018 avant-garde at Nasdaq Helsinki, Fabianinkatu 14, FI-00130 Helsinki, Finland. An cyberbanking adaptation of the Breakable Action Certificate will be accessible in Finnish from December 20, 2018 avant-garde online at http://ir.anta.com/en/news_amer.php, www.amersports.com/sijoittajat/ostotarjous and www.nordea.fi/osakkeet, and in English from December 20, 2018 avant-garde online at http://ir.anta.com/en/news_amer.php, www.amersports.com/investors/tender-offer and www.nordea.fi/equities.

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The absolution of the Offeror referred to above, including additionally the acceding and altitude of the Breakable Offer, is absorbed in its absoluteness as Appendix 1 to this banal barter release.

Amer Sports Corporation

Further information, amuse contact:Amer Sports:Samppa Seppälä, Head of Corporate Communications and IRTel. 358 50 568 0533   [email protected]

DISTRIBUTIONNasdaq Helsinki Main mediawww.amersports.com

AMER SPORTSAmer Sports (www.amersports.com) is a antic appurtenances aggregation with internationally accustomed brands including Salomon, Arc’teryx, Peak Performance, Atomic, Mavic, Suunto, Wilson and Precor. The company’s technically avant-garde sports equipment, footwear, and accoutrement advance achievement and access the amusement of sports and alfresco activities. The Group’s business is counterbalanced by its ample portfolio of sports and articles and a attendance in all above markets. Amer Sports shares are listed on the Nasdaq Helsinki banal barter (AMEAS).

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Information for U.S. Shareholders

The Breakable Action is actuality fabricated for the balance of Amer Sports, a accessible bound accountability aggregation congenital beneath Finnish law, and is accountable to Finnish acknowledgment and procedural requirements, which are altered from those of the United States of America. The Breakable Action will be fabricated in the United States of America in acquiescence with Section 14(e) of the U.S. Balance Barter Act of 1934, as adapted (the “Exchange Act”), and the applicative rules and regulations promulgated thereunder, including Regulation 14E (subject to any exemptions or abatement therefrom, if applicable) and contrarily in accordance with the requirements of Finnish law. Accordingly, the Breakable Action will be accountable to acknowledgment and added procedural requirements, including with account to the Breakable Action timetable, adjustment procedures, withdrawal, abandonment of altitude and timing of payments that are altered from those applicative beneath U.S. calm breakable action procedures and laws.

To the admeasurement permissible beneath applicative laws and regulations, including Rule 14e-5 beneath the Barter Act, and in accordance with accustomed Finnish practice, the Offeror and its affiliates or its agent and its broker’s affiliates (acting as agents or on account of the Offeror or its affiliates, as applicable) may from time to time afterwards the date of this banal barter release, and added than pursuant to the Breakable Offer, anon or alongside purchase, or align to acquirement shares of Amer Sports or any balance that are convertible into, changeable for or exercisable for shares of Amer Sports. These purchases may action either in the accessible bazaar at prevailing prices or in clandestine affairs at adjourned prices. In no accident will any such purchases be fabricated for a amount per allotment that is greater than the amount offered in the Breakable Offer. To the admeasurement admonition about such purchases or arrange to acquirement is fabricated accessible in Finland, such admonition will be appear by agency of a columnist absolution or added agency analytic affected to acquaint U.S. shareholders of Amer Sports of such information. No purchases will be fabricated alfresco of the Breakable Action in the United States of America by or on account of the Offeror or its affiliates. In addition, the banking admiral to the Offeror may additionally appoint in accustomed advance trading activities in balance of Amer Sports, which may accommodate purchases or arrange to acquirement such securities. To the admeasurement adapted in Finland, any admonition about such purchases will be fabricated accessible in Finland in the address adapted by Finnish law.

The abandoning of banknote pursuant to the Breakable Action by a U.S. holder of Amer Sports shares may be a taxable transaction for U.S. federal assets tax purposes and beneath applicative accompaniment and local, as able-bodied as adopted and added tax laws. Each holder of Amer Sports shares is apprenticed to argue his absolute able adviser apropos the tax after-effects of accepting the Breakable Offer.

Neither the U.S. Balance and Barter Agency nor any balance agency of any accompaniment of the United States has (a) accustomed or banned the Breakable Offer, (b) anesthetized aloft the claim or candor of the Breakable Offer, or (c) anesthetized aloft the capability or accurateness of the acknowledgment in this banal barter release. Any representation to the adverse is a bent answerability in the United States.

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American depositary shares and American depositary receipts

Amer Sports has in abode an ADR affairs in account of its shares. The Breakable Action will not be fabricated for the ADSs, nor for the ADRs. However, the Breakable Action will be fabricated for the shares basal the ADSs. Holders of ADSs and ADRs are encouraged to argue with the adapted depositary apropos the breakable of shares that are represented by ADSs.

Holders of ADSs may present their ADSs to the depositary coffer for abandoning and (upon acquiescence with the acceding of the drop acceding apropos to the ADR affairs apropos the shares, including acquittal of the depositary’s fees and any applicative alteration fees, taxes and authoritative charges) commitment of the basal shares to them. The Breakable Action may again be accustomed in accordance with its acceding for such shares delivered to holders of ADSs aloft such cancellation. Holders of ADSs should attach to the timelines that may be imposed on their abandoning of the ADSs in adjustment to be able to breakable the basal shares into the Breakable Offer.

THIS STOCK EXCHANGE RELEASE MAY NOT BE RELEASED OR OTHERWISE DISTRIBUTED, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN OR INTO CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA OR IN ANY OTHER JURISDICTION IN WHICH THE TENDER OFFER WOULD BE PROHIBITED BY APPLICABLE LAW.

THIS STOCK EXCHANGE RELEASE IS NOT A TENDER OFFER DOCUMENT AND AS SUCH DOES NOT CONSTITUTE AN OFFER OR INVITATION TO MAKE A SALES OFFER. IN PARTICULAR, THIS STOCK EXCHANGE RELEASE IS NOT AN OFFER TO BUY OR THE SOLICITATION OF AN OFFER TO SELL ANY SECURITIES DESCRIBED HEREIN, AND IS NOT AN EXTENSION OF THE TENDER OFFER, IN CANADA, JAPAN, AUSTRALIA OR SOUTH AFRICA. INVESTORS SHALL ACCEPT THE TENDER OFFER FOR THE SHARES ONLY ON THE BASIS OF THE INFORMATION PROVIDED IN A TENDER OFFER DOCUMENT. OFFERS WILL NOT BE MADE DIRECTLY OR INDIRECTLY IN ANY JURISDICTION WHERE EITHER THE TENDER OFFER OR ACCEPTANCE THEREOF IS PROHIBITED BY APPLICABLE LAW OR WHERE ANY TENDER OFFER DOCUMENT OR REGISTRATION OR OTHER REQUIREMENTS WOULD APPLY IN ADDITION TO THOSE UNDERTAKEN IN FINLAND.

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THE TENDER OFFER IS NOT BEING MADE DIRECTLY OR INDIRECTLY IN ANY JURISDICTION WHERE PROHIBITED BY APPLICABLE LAW AND, WHEN PUBLISHED, THE TENDER OFFER DOCUMENT AND RELATED ACCEPTANCE FORMS WILL NOT AND MAY NOT BE DISTRIBUTED, FORWARDED OR TRANSMITTED INTO OR FROM ANY JURISDICTION WHERE PROHIBITED BY APPLICABLE LAW.

Other matters

Goldman Sachs International, which is accustomed by the Prudential Regulation Authority and adapted by the Banking Conduct Authority and the Prudential Regulation Authority in the United Kingdom, is acting alone for Amer Sports and no one abroad in affiliation with the Breakable Action and the affairs set out in this announcement, and will not be amenable to anyone added than Amer Sports for accouterment the protections afforded to audience of Goldman Sachs International, or for giving admonition in affiliation with the Breakable Action or any amount or adjustment referred to in this announcement.

Appendix 1

This advertisement is broadcast by West Corporation on account of West Corporation clients.The issuer of this advertisement warrants that they are alone amenable for the content, accurateness and boldness of the admonition independent therein.Source: Amer Sports Oyj via Globenewswire

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