Morgan Stanley Private Equity Asia, Profex and Korres Reach Investment Agreement

HONG KONG — November 27, 2017

Investment funds managed by Morgan Stanley Private Equity Asia (collectively, “MSPEA”), part of Morgan Stanley Investment Management, Profex Inc. (“Profex”), a specialty distributor of dermo-cosmetic products in the People’s Republic of China and Giorgos Korres shareholder of KORRES S.A. NATURAL PRODUCTS (KORRES) informed KORRES and they all announce the following investment agreement:

• Giorgos Korres and certain members of his family have agreed to contribute (contribution in kind) to Nissos Holdings (CY) Ltd., (“Nissos”), which is currently wholly owned by Giorgos Korres, shares representing approximately 30% of the share capital of KORRES (Giorgos Korres approximately 24% and certain members of his family approximately 6%) in exchange for equal shares and percentage in Nissos.

• MSPEA and Profex have agreed to subscribe for shares in Nissos 56% and 14% respectively. MSPEA and Profex will subscribe for cash, 48.3m euro in total.

• Nissos has agreed to purchase shares, representing approximately 52.3% of the share capital of KORRES, (approximately 6.6% of the share capital of KORRES held by Giorgos Korres and approximately 45.7% held by other shareholders), at a price of 5.08 per share.
  
  

Completion of all the steps set out above is conditional on, among other things, consent by the lending banks of Korres.

After completion of the above Nissos will hold more than 82% of Korres and will therefore launch a mandatory takeover offer pursuant to the provisions of Greek law 3461/2016 in order to acquire the remaining shares of Korres.

Within the above framework, it has also been agreed that Profex and KORRES will enter into an exclusive license and supply agreement by virtue of which Profex will undertake the distribution of KORRES products in the People’s Republic of China, Hong Kong and Macau.

It is envisaged that following completion of the MTO, a capital increase of up to €10,000,000 will be implemented by the shareholders of Nissos in order to fund the future expansion of the Korres group.

About Profex

Profex is a pioneering specialty company in China with a leadership position in dermatology and skincare. Profex has 3 complementary businesses: Pharmaceuticals, Consumer Health and Medical Aesthetics, and employs over 500 dedicated team members. Profex was founded in 2001 with a mission to help make the world healthier and happier. It licenses, acquires and markets dermatological and skincare products for the China market. Over the years, Profex has built strong consumer healthcare brands in China. Profex is excited about the prospect of working with the outstanding Greek company KORRES -- and offering Chinese consumers the opportunity to experience and embrace a uniquely natural and effective cosmetic brand like KORRES. To learn more about Profex, please visit the website: www.profex.com.

About Morgan Stanley Private Equity Asia

Morgan Stanley Private Equity Asia is one of the leading private equity investors in Asia-Pacific, having invested in the region for over 20 years. Private Equity Asia invests primarily in highly structured minority investments and control buyouts in growth-oriented companies at attractive valuations. The experienced investment team is led by senior professionals with extensive industry relationships, in-depth market knowledge and the ability to apply international investment principles within each local context. Private Equity Asia has offices in Hong Kong, Beijing, Shanghai, Seoul, Tokyo, Mumbai and New York, and leverages the brand and unparalleled global network of Morgan Stanley to source investment intelligence and opportunities. Private Equity Asia is part of Morgan Stanley Investment Management. For further information about Morgan Stanley Private Equity Asia, please visit www.morganstanley.com/im/privateequityasia.

About Morgan Stanley Investment Management

Morgan Stanley Investment Management, together with its investment advisory affiliates, has more than 600 investment professionals around the world and $447 billion in assets under management or supervision as of September 30, 2017. Morgan Stanley Investment Management strives to provide outstanding long-term investment performance, service, and a comprehensive suite of investment management solutions to a diverse client base, which includes governments, institutions, corporations, and individuals worldwide. For further information about Morgan Stanley Investment Management, please visit www.morganstanley.com/im.

About Morgan Stanley

Morgan Stanley (NYSE: MS) is a leading global financial services firm providing investment banking, securities, wealth management and investment management services. With offices in more than 42 countries, the Firm's employees serve clients worldwide including corporations, governments, institutions and individuals. For more information about Morgan Stanley, please visit www.morganstanley.com.