RB 138/2015 Disclosure of Shareholding – WP Holdings VII B.V.

The Management Board of AmRest Holdings SE (“AmRest”, ”the Company”) informs about receiving on August 19th, 2015 from WP Holdings VII B.V., a limited liability company incorporated and existing under the laws of the Netherlands, with its address at Strawinskylaan 3051, Amsterdam, 1077 ZX, the Netherlands ("WP HOLDINGS"), acting in compliance with requirements of Article 69 (1) point 2, in relation to Article 69a of the Act on Public Offerings and the Conditions of Introducing Financial Instruments to Organised Trading and on Public Companies of 29 July 2005 (consolidated text - Journal of Laws of 2013 item 1382, as amended) (the "Act"), a notification that, as a result of an indirect transfer of shares by sale of 100 % of the share capital of FCAPITAL DUTCH B. V., a limited liability company incorporated and existing under the laws of the Netherlands, with its address at Prins Bernhardplein 200, Amsterdam, 1097 JB, the Netherlands ("FCAPITAL DUTCH") (the "Transaction"), WP HOLDINGS disposed all shares, it held indirectly via FCAPITAL DUTCH, in AmRest. The Transaction occurred on August 18th, 2015.

Before the Transaction WP HOLDINGS held via its subsidiary, FCAPITAL DUTCH, 6,726,790 (six million seven hundred twenty six thousand seven hundred ninety) shares in the Company, carrying right to 6,726,790 (six million seven hundred twenty six thousand seven hundred ninety) votes at the general shareholders' meeting of the Company, representing 31.71% of the share capital of the Company and 31.71%  of the total number of votes at the general shareholders' meeting of the Company.

After the Transaction WP HOLDINGS does not hold any shares in AmRest.

According to the received notification:

- Other entities being members of the group with WP HOLDINGS ("Warburg Pincus group") do not hold directly or indirectly any shares in the Company. Consequently, Warburg Pincus group ceased to hold directly or indirectly any shares in the Company.

- WP HOLDINGS does not act in concert in the meaning of the Act and did not conclude any agreement with any third party, referred to in the Article 87 (1) point 3 letter c of the Act, the subject of which would be the transfer of voting rights under the shares.

Legal act:

Art. 70 Point 1 of Act on public offering, conditions governing the introduction of financial instruments to organized trading and public companies dated July 29th 2005