EXEMPTION FROM CONDITIONS FOR MAINTINING LISTING AND APPROVAL OF DELISTING OF CHARLES VÖGELE SHARES

PRESS RELEASE

EXEMPTION FROM CONDITIONS FOR MAINTAINING LISTING AND APPROVAL OF DELISTING OF CHARLES VÖGELE SHARES

Pfäffikon, 25 April 2017 - On 19 October 2016, Sempione Retail AG ("Sempione Retail" or "Offeror"), published the offer prospectus on the public tender offer for all publicly held bearer shares of Charles Vögele Holding AG ("Charles Vögele") ("Charles Vögele Shares") at the offer price of CHF 6.38 per bearer share.

On 7 April 2017, Charles Vögele applied for an exemption from certain obligations for maintaining its listing and for the delisting of the Charles Vögele Shares from SIX Swiss Exchange effective from a date to be determined after the final judgement of the Cantonal Court of Schwyz regarding the cancellation of the Charles Vögele Shares which, after completion of the takeover proceedings, remain publicly held, is available.

In its decision of 18 April 2017, SIX Exchange Regulation has granted Charles Vögele several temporary exemptions from the obligations for maintaining its listing. The content and duration of the exemptions granted are contained in the following part of the decision by SIX Exchange Regulation which has been reproduced verbatim (unofficial English translation). The exemptions come into force as of the release of this ad hoc notice.

Sections I through II of the decision of SIX Exchange Regulation read as follows:

Sections I through II of the decision of SIX Exchange Regulation read as follows:

1. Charles Vögele Holding AG (issuer), Pfäffikon, Canton Schwyz, is granted - subject to section IV [Note Charles Vögele: section IV of the decision, i.e. verbatim reproduction of sections I through III of the decision at a prominent place in an ad hoc notice] - until the expiration of the Best Price Rule according to article 10 para. 1 of the Ordinance of the Swiss Takeover Board on Public Takeover Offers of 21 August 2008 (Takeover Ordinance, TOO) in the context of the public tender offer of Sempione Retail AG (Sempione Retail) headquartered in Zurich, for all publicly held bearer shares of the issuer (Best Price Rule), that is up to and including 6 June 2017, exemption from the following obligations for maintaining its listing:
   1. Publication and submission of the annual report for the financial year 2016, including the information on Corporate Governance (article 49 et seqq. Listing Rules [LR] in conjunction with article 10 et seqq. Directive on Financial Reporting [DFR] as well as Directive on Information relating to Corporate Governance [DCG]);
   2. Publication of ad hoc notices (article 53 LR in conjunction with the Directive on Ad hoc Publicity [DAH]), except for the publication of an ad hoc notice to communicate the date of de-listing of the bearer shares of the issuer, as soon as such date has been determined;
   3. Disclosure of management transactions (article 56 LR);
   4. Maintaining a corporate calendar (article 52 LR);
   5. Compliance with the following regular reporting obligations (article
      55 LR in conjunction with article 9 of the Directive on Regular Reporting Obligations [DRRO]): para. 1.05 (change of external auditors), para. 1.06 (change of balance sheet date), para. 1.08 (4) (changes of the weblink to the corporate calendar), para. 1.08 (5) (changes of the weblink to the annual and semi-annual reports, para. 2.01 (1) (submission of the annual report for the financial year 2016), para. 3.05 (resolutions on opting out/opting up), para. 3.06 (changes in connection with restrictions on transferability) and para. 5.02 (changes to the conditional or authorized capital).
2. The exemption pursuant to section I is effective with the publication of the ad hoc notice in accordance with section IV.
3. In the event of a revival of the obligations pursuant to section I on 7 June 2017, the issuer is obliged to publish the annual report for the financial year 2016 within two months from this pursuant to section I and to submit it to SIX Exchange Regulation (article 49 LR in conjunction with article 10 et seqq. DFR and article 9 para. 2.01(1) DRRO).

On 24 April 2017, SIX Swiss Exchange has approved the request of Charles Vögele to delist the Charles Vögele Shares. The last trading day for the Charles Vögele Shares and the date of the delisting will be determined after the final judgement in the cancellation proceedings according to article 137 of the Swiss Financial Infrastructure Act with regard to the remaining publicly held bearer shares of Charles Vögele is available. The cancellation proceedings have been initiated by Sempione Retail beginning of March 2017.

Mediacontact Sempione Retail

Edwin van der Geest, Dynamics Group

Utoquai 43, 8024 Zürich

Tel.: [phone], E-mail: [e-mail]

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