Riesling Ventures AB announces a recommended cash offer of SEK 38.5 per share to the shareholders of Viva Wine Group AB

This announcement is not an offer, whether directly or indirectly, in Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore, South Africa or in any other jurisdiction where such offer pursuant to legislation and regulations in such relevant jurisdiction would be prohibited by applicable law. Shareholders not resident in Sweden who wish to accept the Offer (as defined below) must make inquiries concerning applicable legislation and possible tax consequences. Shareholders should refer to the offer restrictions included in the section titled "Important information" at the end of this announcement and in the offer document which will be published shortly before the beginning of the acceptance period for the Offer. Shareholders in the United States should also refer to the section titled "Special notice to shareholders in the United States" at the end of this announcement.

Late Harvest Wine Holding 1971 AB^[1], Vin & Vind AB[2] and Legendum Capital AB^[3] (together, the "Consortium"), acting through Riesling Ventures AB[4] (the "Offeror"), hereby announce a recommended public offer to the shareholders of Viva Wine Group AB ("Viva Wine Group" or the "Company") to tender all shares[5] in Viva Wine Group to the Offeror at a price of SEK 38.5 in cash per share (the "Offer"). The price in the Offer cannot be increased by the Offeror. The shares in Viva Wine Group are listed on Nasdaq Stockholm, Mid Cap.

Summary

• The shareholders of Viva Wine Group are offered SEK 38.5 in cash per share in Viva Wine Group. The Offeror will not increase the price in the Offer. The Offer values Viva Wine Group, based on all outstanding 89,631,884 shares in Viva Wine Group, at approximately SEK 3,451 million.
• The price offered for the shares in Viva Wine Group represents a premium of:
  • 38.0 percent compared to the closing share price of SEK 27.9 on 26 June 2026
    (the last day of trading prior to this announcement of the Offer);
  • 33.6 percent compared to the volume-weighted average trading price of SEK 28.8 during the period of 10 trading days up to and including 26 June 2026; and
  • 31.5 percent compared to the volume-weighted average trading price of SEK 29.3 during the period of 20 trading days up to and including 26 June 2026.
• The independent bid committee of Viva Wine Group unanimously recommends that Viva Wine Group's shareholders accept the Offer. The recommendation is supported by a fairness opinion provided by Grant Thornton Sweden AB ("Grant Thornton"). The chairman of the board of directors of Viva Wine Group, Anders Moberg, who is also a board member of Bergendahl & Son Aktiebolag, John Wistedt, who is a board member of Viva Wine Group and direct sole owner of Legendum Capital AB, as well as Lars Ljungälv, who is a board member of Viva Wine Group and the CEO of Bergendahl & Son Aktiebolag, have not participated in, and will not participate in, Viva Wine Group's handling of or decisions regarding the Offer.
• As of the date of this announcement, the Consortium, which includes Late Harvest Wine Holding 1971 AB, Vin & Vind AB, and Legendum Capital AB, holds and controls, in aggregate, a total of 56,277,853 shares, corresponding to 62.79 percent of all outstanding shares and votes in Viva Wine Group.
• Bergendahl Invest AB, the fifth largest individual shareholder in Viva Wine Group, holding 7.80 percent of all outstanding shares and votes in Viva Wine Group, Arinto AB, the sixth largest individual shareholder in Viva Wine Group, holding 3.51 percent of all outstanding shares and votes in Viva Wine Group, and Lars Ljungälv, holding 0.22 percent of all outstanding shares and votes in Viva Wine Group, have irrevocably undertaken to accept the Offer subject to certain conditions.
• Accordingly, the Offeror has, through irrevocable undertakings from shareholders to accept the Offer, secured acceptances from shareholders in Viva Wine Group representing a total of 10,342,017 shares in Viva Wine Group, which corresponds to 11.54 percent of all outstanding shares and votes in Viva Wine Group. Together with the shares in Viva Wine Group already held and controlled by the Consortium, this amounts to 66,619,870 shares in Viva Wine Group, which corresponds to 74.33 percent of the outstanding shares and votes in Viva Wine Group.
• An offer document regarding the Offer is expected to be made public on or around
  30 July 2026. The acceptance period in the Offer is expected to commence on or around
  31 July 2026 and end on or around 28 August 2026.
• As part of the formation of the Consortium, the parties have undertaken to co-operate on an exclusive basis in making the Offer, and have accordingly undertaken to not accept any other offers or participate in any competing offer consortium, irrespective of price.
• Completion of the Offer is conditional upon the Offer being accepted to such extent that the Offeror becomes the owner of shares representing more than 90 percent of the total number of outstanding shares in Viva Wine Group (on a fully diluted basis), as well as conditions 2 – 7 set out below under "Conditions for completion of the Offer" in this announcement.

Emil Sallnäs, Riesling Ventures AB, comments:

"Björn, John and I are proud of Viva Wine Group's development and the strong position that has been built together with employees, customers and suppliers. Despite the company's operational progress since the listing, we believe that the listing environment does not fully enable the company's potential nor is the best platform for the company's next phase of development with structural changes facing the company's market. Our assessment is that this next development phase can best be realised in a private setting, with greater continuity and freedom to continue developing the company, while our public offer provides the shareholders with an attractive premium and opportunity for liquidity."

Background and reasons for the Offer

As founders, business leaders and principal owners of Viva Wine Group, the members of the Consortium are very proud of the journey of the Company. Following decades of entrepreneurial-led growth to become the leader in the Nordics, Viva Wine Group has taken several steps outside of the Nordics and expanded into Europe. The IPO in December 2021 attracted great interest from prominent local and global institutional investors and family offices, as well as from retail investors, adding over 20,000 new shareholders. Since then, the Company has carried out a strategy based on organic growth and M&A, including through acquisitions of Delta Wines and Alpha Brands, whilst the market has faced headwinds in the form of a declining e-commerce market, decreasing wine consumption, increased regulatory restrictions and adverse foreign exchange effects.

Even with these challenges, the Company has since the IPO grown its revenue from SEK 3.3 billion in 2021 to SEK 5.5 billion in 2025 and distributed over SEK 600 million to the shareholders by way of dividends[6]. The Company has also carried out other activities beyond customary investor engagement activities to create the best possible conditions on the capital market, including by (i) appointing a market maker for the Company's share to increase liquidity and lowering spreads, (ii) expanding the analyst coverage of the Company's share to include commissioned research, and (iii) completing a distribution issue to the general public, through which the Company welcomed more than 3,500 shareholders, ahead of the change of listing venue to Nasdaq Stockholm main list, which was completed in December 2025.

Despite this, the Company's share has declined by approximately 40 percent since the IPO, the number of shareholders has declined to approximately 6,400 shareholders (as of May 2026), and trading liquidity has decreased over time to low levels. The members of the Consortium firmly believe in the long-term success of Viva Wine Group and remain committed to the Company as business leaders and principal owners. The Consortium believes that, considering the above-mentioned market challenges, the Company is better suited in a private setting to focus on executing its core strategy. The Consortium considers, for the reasons mentioned above, that the Offer represents an attractive liquidity opportunity with low risk for the shareholders of the Company.

The Offeror's plans for the future business and general strategy of Viva Wine Group, as described above, do not currently include any material changes with regard to Viva Wine Group's operational sites or its management and employees, including their terms of employment. In addition, there are no employees in the Offeror, implying that the Offer will not entail any changes for the management and employees in the Offeror or the Offeror's operational sites.

The Offer

Consideration

The shareholders of Viva Wine Group are offered SEK 38.5 in cash per share in Viva Wine Group. The Offeror will not increase the price in the Offer. By this statement, the Offeror cannot, pursuant to Nasdaq Stockholm's Takeover Rules (the "Takeover Rules"), increase the price in the Offer.
SEK 38.5 per share is thus the highest price that will be offered by the Offeror in the Offer.

Should Viva Wine Group, prior to the settlement of the Offer, distribute dividends[7] or in any other way distribute or transfer value to its shareholders, the consideration in the Offer will be adjusted accordingly. In the event of the foregoing, the Offeror reserves the right to determine to apply this price adjustment or to invoke condition 7 to completion of the Offer (see "Conditions for completion of the Offer" below).

No commission will be charged by the Offeror in respect of the settlement of the Viva Wine Group shares tendered to the Offeror under the Offer.

Premiums

The price per share in the Offer represents a premium of:[8]

• 38.0 percent compared to the closing share price of SEK 27.9 on 26 June 2026
  (the last day of trading prior to this announcement of the Offer);
• 33.6 percent compared to the volume-weighted average trading price of SEK 28.8 during the period of 10 trading days up to and including 26 June 2026; and
• 31.5 percent compared to the volume-weighted average trading price of SEK 29.3 during the period of 20 trading days up to and including 26 June 2026.

Total value of the Offer

The Offer values Viva Wine Group, based on all outstanding 89,631,884 shares in Viva Wine Group, at approximately SEK 3,451 million. The total value of the Offer, based on the 33,354,031 outstanding shares in Viva Wine Group not directly or indirectly owned or controlled by any member of the Consortium, or any of their closely related parties or closely related companies, amounts to approximately SEK 1,284 million.

Recommendation from the independent bid committee of Viva Wine Group and fairness opinion

The independent bid committee of Viva Wine Group, comprising the independent board members Anne Thorstvedt Sjöberg, Joanna Hummel and Marie Nygren, has assessed the Offer and has unanimously resolved to recommend that the shareholders of Viva Wine Group accept the Offer. Furthermore, the independent bid committee of Viva Wine Group has informed the Offeror that it has obtained a fairness opinion from Grant Thornton, according to which the Offer is fair to Viva Wine Group's shareholders from a financial perspective.

The chairman of the board of directors of Viva Wine Group, Anders Moberg, who is also a board member of Bergendahl & Son Aktiebolag (the parent company of Bergendahl Invest AB), John Wistedt, who is a board member of Viva Wine Group and direct sole owner of Legendum Capital AB, as well as Lars Ljungälv, who is a board member of Viva Wine Group and the CEO of Bergendahl & Son Aktiebolag (the parent company of Bergendahl Invest AB), have not participated in, and will not participate in, Viva Wine Group's handling of or decisions regarding the Offer, as they are considered to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules (see "Certain closely related party matters" below).

The Offeror's and the Consortium's shareholding in Viva Wine Group

As of the date of this announcement, Late Harvest Wine Holding 1971 AB holds and controls 23,578,482 shares and votes in Viva Wine Group, corresponding to 26.31 percent of all outstanding shares and votes in Viva Wine Group, Vin & Vind AB holds and controls 23,283,482 shares and votes in Viva Wine Group, corresponding to 25.98 percent of all outstanding shares and votes in Viva Wine Group, and Legendum Capital AB holds and controls 9,415,889 shares and votes in Viva Wine Group, corresponding to 10.51 percent of all outstanding shares and votes in Viva Wine Group. The Consortium together holds and controls a total of 56,277,853 shares, corresponding to 62.79 percent of all outstanding shares and votes in Viva Wine Group. All shares in Viva Wine Group held by the Consortium will be contributed to the Offeror upon completion of the Offer. As of the date of this announcement, the Offeror does not hold any shares in Viva Wine Group.

Except as set out above, neither the Offeror nor any members of the Consortium nor any of their closely related companies or closely related parties own or control any shares in Viva Wine Group, or any financial instruments that give financial exposure equivalent to holding shares in Viva Wine Group, at the time of this announcement.

Neither the Offeror nor any members of the Consortium nor any of their closely related companies or closely related parties have acquired or agreed to acquire any shares, or any other financial instruments in Viva Wine Group that give financial exposure equivalent to holding shares in Viva Wine Group, at a price that is higher than the price in the Offer, during the six months preceding this announcement of the Offer.

To the extent permissible under applicable laws or regulations, the Offeror and the members of the Consortium may acquire, or take measures to acquire, shares in Viva Wine Group in other ways than through the Offer. Information about such acquisitions of shares, or measures to acquire shares, will be disclosed in accordance with applicable laws and regulations.

Undertakings from shareholders in Viva Wine Group

Bergendahl Invest AB, the fifth largest individual shareholder in Viva Wine Group, holding 6,992,857 shares, corresponding to 7.80 percent of all outstanding shares and votes in Viva Wine Group,
Arinto AB, the sixth largest individual shareholder in Viva Wine Group, holding 3,149,160 shares, corresponding to 3.51 percent of all outstanding shares and votes in Viva Wine Group, and Lars Ljungälv, holding 200,000 shares, corresponding to 0.22 percent of all outstanding shares and votes in Viva Wine Group, have irrevocably undertaken to accept the Offer in respect of all of their shares. The irrevocable undertakings to accept the Offer terminate if a third party, prior to the expiry of the acceptance period of the Offer (or any extension thereof), makes a public offer pursuant to and in accordance with the Takeover Rules, the rulings of the Swedish Securities Council
(Sw. Aktiemarknadsnämnden) and best practice on the Swedish stock market, to acquire all outstanding shares in the Company at an offer value exceeding the value per share in the Offer by more than six (6) percent, in which case Bergendahl Invest AB, Arinto AB and Lars Ljungälv shall be entitled to withdraw their acceptance of the Offer and to accept the third party offer.

Each of Bergendahl Invest AB's, Arinto AB's and Lars Ljungälv's irrevocable undertakings will also terminate if the Offer is withdrawn (for whatever reason).

The Offeror has thereby, through irrevocable undertakings from shareholders to accept the Offer, secured acceptances from shareholders in Viva Wine Group representing a total of 10,342,017 shares in Viva Wine Group, which corresponds to 11.54 percent of all outstanding shares and votes in Viva Wine Group. Together with the shares in Viva Wine Group already held and controlled by the Consortium, this amounts to 66,619,870 shares in Viva Wine Group, which corresponds to 74.33 percent of the outstanding shares and votes in Viva Wine Group.

Conditions for completion of the Offer

Completion of the Offer is conditional upon:

1. the Offer being accepted to such extent that the Offeror becomes the owner of shares representing more than 90 percent of the total number of outstanding shares in Viva Wine Group (on a fully diluted basis);
2. no other party announcing an offer to acquire shares in Viva Wine Group on terms that are more favorable to the shareholders of Viva Wine Group than the Offer;
3. with respect to the Offer and completion of the acquisition of Viva Wine Group, receipt of all necessary regulatory, governmental or similar clearances, approvals, decisions and other actions from authorities or similar, including from competition authorities, in each case on terms which, in the Offeror's opinion, are acceptable;
4. neither the Offer nor the acquisition of Viva Wine Group being rendered wholly or partially impossible or significantly impeded as a result of legislation or other regulation, any decision of a court or public authority, or any similar circumstance;
5. no circumstances having occurred which could have a material adverse effect or could reasonably be expected to have a material adverse effect on Viva Wine Group's financial position, business, or operation, including Viva Wine Group's sales, results, liquidity, equity ratio, equity, or assets;
6. no information made public by Viva Wine Group, or otherwise made available to the Offeror by Viva Wine Group, being inaccurate, incomplete, or misleading, and Viva Wine Group having made public all information which should have been made public; and
7. Viva Wine Group not taking any action that is likely to impair the prerequisites for making or completing the Offer.

The Offeror reserves the right to withdraw the Offer in the event that it is clear that any of the above conditions are not satisfied or cannot be satisfied. However, with regard to conditions 2 – 7 above, the Offer may only be withdrawn where the non-satisfaction of such condition is of material importance to the Offeror's acquisition of Viva Wine Group or if otherwise approved by the Swedish Securities Council.

The Offeror reserves the right to waive, in its sole discretion, and in whole or in part, one, several, or all of the conditions 1 – 7 set out above, including, with respect to condition 1 above, to complete the Offer at a lower level of acceptance, in each case without reinstating withdrawal rights, subject to applicable law.

Certain closely related party matters

John Wistedt is a member of the board of directors and a member of the management team as Business Development Director of Viva Wine Group, and direct sole owner of Legendum Capital AB, which is a party to the Consortium. Emil Sallnäs is the CEO of Viva Wine Group and direct sole owner of Late Harvest Wine Holding 1971 AB, which is a party to the Consortium. Björn Wittmark is a member of the management team of Viva Wine Group in the capacity of senior advisor and, together with family, direct owner of Vin & Vind AB, which is a party to the Consortium. In addition, Anders Moberg is the chairman of the board of directors of Viva Wine Group and also a member of the board of directors of Bergendahl & Son Aktiebolag, the parent company of Bergendahl Invest AB, which has undertaken to accept the Offer subject to certain conditions. Furthermore, Lars Ljungälv, who is a member of the board of directors of Viva Wine Group and the CEO of Bergendahl & Son Aktiebolag, has personally undertaken to accept the Offer subject to certain conditions (see "Undertakings from shareholders in Viva Wine Group" above). John Wistedt, Emil Sallnäs, Anders Moberg and Lars Ljungälv are each deemed to have a conflict of interest pursuant to Rule II.18 of the Takeover Rules, and have therefore not participated in, and will not participate in, Viva Wine Group's handling of or decisions regarding the Offer.

The positions held by John Wistedt, Emil Sallnäs and Björn Wittmark in Viva Wine Group also mean that Section III of the Takeover Rules is applicable to the Offer, entailing that the acceptance period must be at least four weeks and that Viva Wine Group is obliged to obtain and announce a fairness opinion regarding the Offer from an independent expert. The independent bid committee of Viva Wine Group has obtained a fairness opinion from Grant Thornton, according to which the Offer is fair to Viva Wine Group's shareholders from a financial perspective (see "Recommendation from the independent bid committee of Viva Wine Group and fairness opinion" above).

Information about the Offeror, Late Harvest Wine Holding 1971 AB, Vin & Vind AB and Legendum Capital AB

The Offeror is a newly incorporated Swedish private limited liability company with corporate registration number 559590-0282, and domiciled in Stockholm, with address BOX 2129, 116 74 Stockholm, Sweden. As of the date of this announcement, the Offeror is indirectly owned by the members of the Consortium. The Offeror was incorporated on 1 June 2026 and registered with the Swedish Companies Registration Office on 12 June 2026. The Offeror has never conducted, and does not currently conduct, any business, and its sole business purpose is to make the Offer.

The representatives of the parties to the Consortium are founders, business leaders and principal owners of Viva Wine Group.

Late Harvest Wine Holding 1971 AB, which is directly owned by Emil Sallnäs, is the largest shareholder in Viva Wine Group. Emil Sallnäs is the CEO of Viva Wine Group and has been a co-owner and senior executive of the Viva Wine Group corporate group since the early 2000s.

Vin & Vind AB, which is owned by Björn Wittmark together with family, is the second largest shareholder in Viva Wine Group. Björn Wittmark is a member of the management team of Viva Wine Group in the capacity of senior advisor and has many years of experience in wine importation and environmental planning. He has also been a co-owner and senior executive of the Viva Wine Group corporate group since the early 2000s.

Legendum Capital AB, which is owned by John Wistedt, is the third largest shareholder in Viva Wine Group. John Wistedt is a member of the board of directors and a member of the management team as Business Development Director of Viva Wine Group, and has extensive experience in wine importation, with a background as a buyer at Systembolaget and Prime Wine Sweden.

The Consortium controls, directly or indirectly, 56,277,853 shares, corresponding to 62.79 percent of all outstanding shares and votes in Viva Wine Group. The parties to the Consortium have undertaken to co-operate on an exclusive basis in making the Offer to the shareholders of Viva Wine Group. The parties to the Consortium will not accept any other offers or participate in any competing offer consortium, irrespective of price in any such offer or competing offer consortium.

Financing of the Offer

The consideration payable in respect of the Offer is fully secured by debt financing provided by Skandinaviska Enskilda Banken AB (publ), on terms customary for financing of public offers on the Swedish market.

The above-mentioned financing provides the Offeror with sufficient cash resources to satisfy in full the consideration payable in respect of the Offer and, accordingly, the completion of the Offer is not subject to any financing condition.

Review of information in connection with the Offer

In connection with the preparations of the Offer, the Offeror has conducted a very limited due diligence review of Viva Wine Group for the purpose of confirming certain information as part of the execution of the Offer. As part of the due diligence review, the Offeror has received financial information regarding the Company's financial performance for the period 1 April – 31 May 2026 on a consolidated basis, which constitutes non-public information. The Offeror has been informed by the independent bid committee of Viva Wine Group that the Company will disclose this information in a separate announcement today. The independent bid committee has informed the Offeror that, with the exception of the financial information relating to the period 1 April – 31 May 2026 as set out above, no inside information has been disclosed to the Offeror during the due diligence process.

Approvals from authorities

The completion of the Offer is conditional upon, inter alia, receipt of all necessary regulatory, governmental or similar clearances, approvals, decisions and other actions from authorities or similar, including from competition authorities, in each case on terms which, in the Offeror's opinion, are acceptable.

According to the Offeror's assessment, the Offer will require customary regulatory clearances. The Offeror has initiated the work on filings relevant for the Offer. The Offeror expects relevant clearances to be obtained prior to the end of the acceptance period.

Preliminary timetable[9]

The Offeror reserves the right to shorten the acceptance period and set an earlier settlement date as well as to extend the acceptance period and postpone the settlement date to the extent permissible under applicable laws and regulations. Any such change of the acceptance period or settlement date will be announced by the Offeror by means of a press release in accordance with applicable laws and regulations.

Compulsory redemption proceedings and delisting

If the Offeror, in connection with the Offer or otherwise, acquires shares representing more than 90 percent of the total number of outstanding shares in Viva Wine Group, the Offeror intends to commence compulsory redemption proceedings under the Swedish Companies Act
(Sw. aktiebolagslagen (2005:551)) to acquire all remaining shares in Viva Wine Group and to promote delisting of Viva Wine Group's shares from Nasdaq Stockholm.

Applicable law and disputes

The Offer, as well as any agreements entered into between the Offeror and the shareholders of Viva Wine Group relating to the Offer, shall be governed and construed in accordance with substantive Swedish law. Any dispute regarding the Offer, or which arises in connection therewith, shall be settled exclusively by Swedish courts, and the Stockholm District Court (Sw. Stockholms tingsrätt) shall be the court of first instance.

The Takeover Rules and the Swedish Securities Council's statements and rulings regarding interpretation and application of the Takeover Rules are applicable to the Offer. The Offeror has, in accordance with the Swedish Act on Public Takeovers on the Stock Market (Sw. lagen (2006:451) om offentliga uppköpserbjudanden på aktiemarknaden), on 28 June 2026 contractually undertaken to Nasdaq Stockholm AB ("Nasdaq") to fully comply with such rules and statements and to be subject to any sanctions that may be imposed by Nasdaq in event of breach of the Takeover Rules.

Advisors

SEB Corporate Finance ("SEB") is acting as financial advisor to the Offeror and the Consortium in the Offer. Roschier Advokatbyrå AB is acting as legal advisor to the Offeror and the Consortium in connection with the Offer.

Riesling Ventures AB

The board of directors

Information about the Offer

Information about the Offer is made available at offer-uncorked.com

For more information, please contact:

Emil Sallnäs, representative of the Consortium

Tel: +46 709 565 872

E-mail: emil.sallnas@vivagroup.se

For administrative questions regarding the Offer, please contact your bank or the nominee registered as holder of your shares.

The information in this press release was submitted for publication by the Offeror in accordance with the Takeover Rules on 29 June 2026 at 07:00 a.m. (CEST).

Important information

This press release has been published in Swedish and English. In the event of any discrepancy in content between the two language versions, the Swedish version shall prevail.

The Offer is not being made, directly or indirectly, in or into Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore or South Africa or in any other jurisdiction where such offer would be prohibited by applicable law pursuant to legislation, restrictions and regulations in the relevant jurisdiction, by use of mail or any other communication means or instrumentality (including, without limitation, facsimile transmission, electronic mail, telex, telephone and the Internet) of interstate or foreign commerce, or of any facility of national securities exchange or other trading venue, of Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore or South Africa or in any other jurisdiction where such offer would be prohibited by applicable law pursuant to legislation, restrictions and regulations in the relevant jurisdiction, and the Offer cannot be accepted by any such use or by such means, instrumentality or facility of, in or from, Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore or South Africa or in any other jurisdiction where such offer would be prohibited by applicable law pursuant to legislation, restrictions and regulations in the relevant jurisdiction. Accordingly, this press release or any documentation relating to the Offer are not being and should not be sent, mailed or otherwise distributed or forwarded in or into Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore or South Africa or in any other jurisdiction where such offer would be prohibited by applicable law pursuant to legislation, restrictions and regulations in the relevant jurisdiction.

This press release is not being, and must not be, sent to shareholders with registered addresses in Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore or South Africa. Banks, brokers, dealers and other nominees holding shares for persons in Australia, Belarus, Canada, Hong Kong, Japan, New Zealand, Russia, Singapore or South Africa must not forward this press release or any other document received in connection with the Offer to such persons.

In the United Kingdom, this communication and any other offer documents relating to the Offer is/will be directed only at persons (i) who have professional experience in matters relating to investments falling within Article 19(5) of the UK Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), (ii) falling within article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc.") of the Order or (iii) to whom it may otherwise lawfully be communicated (all such persons together being referred to as "Relevant Persons"). No communication in respect of the Offer must be acted on or relied on by persons who are not Relevant Persons. The Offer, any investment or investment activity to which this communication relates is/will be available only in the United Kingdom to Relevant Persons and will be engaged in only with Relevant Persons.

Statements in this press release relating to future status or circumstances, including statements regarding future performance, growth and other trend projections and other benefits of the Offer, are forward-looking statements. These statements may generally, but not always, be identified by the use of words such as "anticipates", "intends", "expects", "believes", or similar expressions. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future. There can be no assurance that actual results will not differ materially from those expressed or implied by these forward-looking statements due to many factors, many of which are outside the control of the Offeror and Viva Wine Group. Any such forward-looking statements speak only as of the date on which they are made and the Offeror has no obligation (and undertakes no such obligation) to update or revise any of them, whether as a result of new information, future events or otherwise, except for in accordance with applicable laws and regulations.

SEB is acting for the Offeror and the Consortium and no one else in connection with the Offer and will not be responsible to anyone other than the Offeror for providing the protections afforded to clients of SEB, or for giving advice in connection with the Offer or any matter referred to herein.

Special notice to shareholders in the United States

The Offer described in this press release is made for the issued and outstanding shares of Viva Wine Group, a company incorporated under Swedish law, and is subject to Swedish disclosure and procedural requirements, which may be different from those of the United States. The Offer is made in the United States pursuant to Section 14(e) of the U.S. Securities Exchange Act of 1934, as amended (the "U.S. Exchange Act") and Regulation 14E thereunder, to the extent applicable and otherwise in compliance with the disclosure and procedural requirements of Swedish law, including with respect to withdrawal rights, the Offer timetable, notices of extensions, announcements of results, settlement procedures (including as regards to the time when payment of the consideration is rendered) and waivers of conditions, which may be different from requirements or customary practices in relation to U.S. domestic tender offers. The Offeror's ability to waive the conditions to the Offer (both during and after the end of the acceptance period) and the shareholders' ability to withdraw their acceptances, are not the same under a tender offer governed by Swedish law as under a tender offer governed by U.S. law. Holders of the shares in Viva Wine Group domiciled in the United States (the "U.S. Holders") are encouraged to consult with their own advisors regarding the Offer.

Viva Wine Group's financial statements and all financial information included herein, or any other documents relating to the Offer, have been or will be prepared in accordance with IFRS and may not be comparable to the financial statements or financial information of companies in the United States or other companies whose financial statements are prepared in accordance with U.S. generally accepted accounting principles. The Offer is made to the U.S. Holders on the same terms and conditions as those made to all other shareholders of Viva Wine Group to whom an offer is made. Any information documents, including the offer document, are being disseminated to U.S. Holders on a basis comparable to the method pursuant to which such documents are provided to Viva Wine Group's other shareholders.

The Offer, which is subject to Swedish law, is being made to the U.S. Holders in accordance with the applicable U.S. securities laws, and applicable exemptions thereunder. To the extent the Offer is subject to U.S. securities laws, those laws only apply to U.S. Holders and thus will not give rise to claims on the part of any other person. The U.S. Holders should consider that the price for the Offer is being paid in SEK and that no adjustment will be made based on any changes in the exchange rate.

It may be difficult for Viva Wine Group's shareholders to enforce their rights and any claims they may have arising under the U.S. federal or U.S. state securities laws in connection with the Offer, since Viva Wine Group and the Offeror are located in countries other than the United States, and some or all of their officers and directors may be residents of countries other than the United States. Viva Wine Group's shareholders may not be able to sue Viva Wine Group or the Offeror or their respective officers or directors in a non-U.S. court for violations of U.S. securities laws. Further, it may be difficult to compel Viva Wine Group or the Offeror and/or their respective affiliates to subject themselves to the jurisdiction or judgment of a U.S. court.

To the extent permissible under applicable law and regulations and pursuant to Rule 14e-5(b) of the U.S. Exchange Act, the Offeror and its affiliates or its brokers and its brokers' affiliates (acting as agents for the Offeror or its affiliates, as applicable) may from time to time and during the pendency of the Offer, and other than pursuant to the Offer, directly or indirectly purchase or arrange to purchase shares of Viva Wine Group outside the United States, or any securities that are convertible into, exchangeable for or exercisable for such shares. These purchases may occur either in the open market at prevailing prices or in private transactions at negotiated prices, and information about such purchases will be disclosed by means of a press release or other means reasonably calculated to inform U.S. Holders of such information. In addition, the financial advisors to the Offeror may also engage in ordinary course trading activities in securities of Viva Wine Group, which may include purchases or arrangements to purchase such securities as long as such purchases or arrangements are in compliance with the applicable law. Any information about such purchases will be announced in Swedish and in a non-binding English translation available to the U.S. Holders through relevant electronic media if, and to the extent, such announcement is required under applicable Swedish or U.S. law, rules or regulations.

The receipt of cash pursuant to the Offer by a U.S. Holder may be a taxable transaction for U.S. federal income tax purposes and under applicable U.S. state and local, as well as foreign and other, tax laws. Each shareholder is urged to consult an independent professional adviser regarding the tax consequences of accepting the Offer. Neither the Offeror nor any of its affiliates and their respective directors, officers, employees or agents or any other person acting on their behalf in connection with the Offer shall be responsible for any tax effects or liabilities resulting from acceptance of this Offer.

NEITHER THE U.S. SECURITIES AND EXCHANGE COMMISSION NOR ANY U.S. STATE SECURITIES COMMISSION HAS APPROVED OR DISAPPROVED THE OFFER, PASSED ANY COMMENTS UPON THE MERITS OR FAIRNESS OF THE OFFER, PASSED ANY COMMENT UPON THE ADEQUACY OR COMPLETENESS OF THIS PRESS RELEASE OR PASSED ANY COMMENT ON WHETHER THE CONTENT IN THIS PRESS RELEASE IS CORRECT OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENCE IN THE UNITED STATES.