EQS-Adhoc: AEVIS VICTORIA SA launches a public -2-

   Dow Jones received a payment from EQS/DGAP to publish this press release.

EQS Group-Ad-hoc: AEVIS VICTORIA SA / Key word(s): Offer AEVIS VICTORIA SA launches a public takeover offer for all publicly held registered shares of LifeWatch Ltd.

24-Jan-2017 / 07:15 CET/CEST Release of an ad hoc announcement pursuant to Art. 53 KR

NOT FOR DISTRIBUTION IN THE UNITED STATES OF AMERICA, AUSTRALIA, CANADA AND JAPAN

*Press release*

Fribourg, 24 January 2017

*AEVIS VICTORIA SA launches a public takeover offer for all publicly held registered shares of LifeWatch Ltd.*

*The exchange offer in registered shares of AEVIS VICTORIA SA presents a premium of 19.1% compared to yesterday's closing price and 19.1% compared to the 60-day VWAP of LifeWatch Ltd., respectively.*

*AEVIS VICTORIA SA will significantly contribute to pursuing LifeWatch Ltd.'s growth strategy.*

AEVIS VICTORIA SA (AEVIS) today published the pre-announcement of the public takeover offer on all publicly held registered shares of LifeWatch Ltd. (LifeWatch). LifeWatch shareholders can opt for an exchange offer or a cash alternative. For each registered share of LifeWatch, it is foreseen that AEVIS will offer 0.1818 registered share of AEVIS with a nominal value of CHF 5.00. Alternatively, AEVIS offers CHF 10.00 in cash per registered share of LifeWatch. The exchange offer presents a premium of 19.1% compared to yesterday's closing price and 19.1% compared to the 60-day volume-weighted average price (VWAP) of LifeWatch, respectively. The exchange offer allows LifeWatch shareholders to invest in AEVIS, which is more diversified, whilst continuing to participate indirectly in the development of LifeWatch. AEVIS has made cash distributions to its shareholders for the last four years. The Board of Directors of LifeWatch has been informed of this friendly offer.

The public takeover offer is subject to several conditions, one of which being that AEVIS holds 67% of the LifeWatch registered shares at the offer expiration date. AEVIS and its reference shareholders already hold 2'216'267 registered shares of LifeWatch, which represents 11.99% of the share-capital and voting rights. Details regarding this offer are available in the pre-announcement published today. The offer prospectus will likely be published on 20 February 2017.

*AEVIS' telemedicine segment will be strongly reinforced* In the event of a successful completion of this offer, LifeWatch would become an independently managed subsidiary of AEVIS, allowing AEVIS to further diversify its portfolio both from a geographic and technologic point of view, to durably reinforce its telemedicine activities and to develop its presence in the health sector. With the complete integration of LifeWatch into AEVIS, the telemedicine segment - including LifeWatch and Medgate - would become the second biggest entity of AEVIS, after Swiss Medical Network, the second largest group of private hospitals in Switzerland.

*LifeWatch could seize new market opportunities even more efficiently * AEVIS intends to significantly contribute to pursuing LifeWatch's growth strategy. AEVIS is convinced that LifeWatch would benefit from the support of a reference shareholder with a strong presence in the health sector. AEVIS would be able to provide a long-term vision and the necessary financial means to develop the business model. The American and European telemedicine markets present a strong potential, amongst others due to demographic changes and public health. These technologically complex markets will necessitate targeted measures in order to achieve profitable expansion objectives in the coming years. Over the past years, AEVIS has a proven track record in transforming and growing companies in the health sector. LifeWatch will also benefit from this broad experience.

*Access to offer documents: * http://www.aevis.com/websites/aevis/English/3700/other-information.html [1]

*For more information:* AEVIS VICTORIA SA Media and Investor Relations: c/o Dynamics Group, Zurich Philippe R. Blangey, prb@dynamicsgroup.ch, +41 (0) 43 268 32 35 or +41 (0) 79 785 46 32 Séverine Van der Schueren, svanderschueren@aevis.com, +41 (0) 26 350 02 02

*AEVIS VICTORIA SA - Investing for a better life* AEVIS VICTORIA SA invests in services to people, healthcare, hospitality, life sciences and lifestyle. AEVIS VICTORIA's main shareholdings are Swiss Medical Network SA, the second largest group of private hospitals in Switzerland, Victoria-Jungfrau Collection AG, a luxury hotel group managing four luxury hotels in Switzerland, a hospitals and hospitality real estate division, Medgate, the leading telemedicine provider in Switzerland, and NESCENS SA, a brand dedicated to better aging. AEVIS is listed on the Swiss Reporting Standard of the SIX Swiss Exchange (AEVS.SW). www.aevis.com.

*RESTRICTIONS TO THE OFFER*

*General*

The offer described in this press release will not be made directly or indirectly in any country or jurisdiction in which such offer would be considered unlawful or in which it would otherwise violate any applicable law or regulation, or which would require the offeror to amend the terms or conditions of the offer in any way, or which would require the offeror to make any additional filing with or take any additional action with regard to any governmental, regulatory or legal authority. The offeror does not intend to extend the offer to any such country or jurisdiction. Documents relating to the offer may not be distributed in such countries or jurisdictions or sent into such countries or jurisdictions and may not be used for purposes of soliciting the purchase of any securities of LifeWatch by any person or entity resident or incorporated in such countries or jurisdictions.

*United States of America*

The public tender offer described in this press release will not be made directly or indirectly in or by use of the mail of, or by any means or instrumentality of interstate or foreign commerce of, or any facilities of a national securities exchange of, the United States of America and may only be accepted outside the United States of America. This includes, but is not limited to, facsimile transmission, telex or telephones. This press release and any offering materials with respect to the public tender offer described in this press release may not be distributed in nor sent to the United States of America and may not be used for the purpose of soliciting the sale or purchase of any securities of LifeWatch from anyone in the United States of America. The offeror will not be soliciting the tender of securities of LifeWatch by any holder of such securities in the United States of America. Securities of LifeWatch will not be accepted from holders of such securities in the United States of America. Any purported acceptance of the offer that the offeror or its agents believe has been made in or from the United States of America will be invalidated. The offeror reserves the absolute right to reject any and all acceptances determined by them not to be in the proper form or the acceptance of which may be unlawful.

The securities to be issued pursuant to the public tender offer described in this press release have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "U.S. Securities Act"), nor under any law of any state of the United States of America, and may not be offered, sold, resold, or delivered, directly or indirectly, in or into the United States of America, except pursuant to an exemption from the registration requirements of the U.S. Securities Act and the applicable state securities laws. Neither this press release nor the public tender offer described in this press release does constitute an offer to sell or the solicitation of an offer to buy any securities in the United States of America or in any other jurisdiction in which such an offer or solicitation would be unlawful. Securities may not be offered or sold in the United States of America absent registration or an exemption from registration. AEVIS will not register or make a public offer of its securities, or otherwise conduct the public tender offer, in the United States of America.

*United Kingdom*

This communication is directed only at persons in the U.K. who (i) have professional experience in matters relating to investments, (ii) are persons falling within article 49(2)(a) to (d) ("high net worth companies, unincorporated associations, etc") of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 or (iii) to whom it may otherwise lawfully be communicated (all such persons together being referred to as "relevant persons"). This communication must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is available only to relevant persons and will be engaged in only with relevant persons.

*Australia, Canada, Japan*

The public tender offer described in this press release is not addressed to shareholders of LifeWatch whose place of residence, seat or habitual abode is in Australia, Canada or Japan, and such shareholders may not accept the offer.

*European Economic Area*

The public tender offer described in this press release (the "Offer") is only being made within the European Economic Area ("EEA") pursuant to an exemption under Directive 2003/71/EC (as amended and together with any applicable adopting or amending measures in any relevant member state (as defined below), the "Prospectus Directive"), as implemented in each member state of the EEA (each a "relevant member state"), from the requirement to publish a prospectus that has been approved by the competent authority in that relevant member state and published in accordance with the Prospectus Directive as implemented in that relevant member state or, where appropriate, approved in another relevant member state and notified to the (MORE TO FOLLOW) Dow Jones Newswires

   January 24, 2017 01:15 ET (06:15 GMT)- - 01 15 AM EST 01-24-17

-2 of 2- 24 Jan 2017 06:15:00 UTC  DJ EQS-Adhoc: AEVIS VICTORIA SA launches a public -2-
competent authority in that relevant member state, all in accordance with the Prospectus Directive. Accordingly, in the EEA, the Offer and documents or other materials in relation to the offer and the shares in AEVIS (the "Offeror Shares") are only addressed to, and are only directed at, (i) qualified investors ("qualified investors") in the relevant member state within the meaning of Article 2(1)(e) of the Prospectus Directive, as adopted in the relevant member state, and (ii) persons who hold, and will tender, the equivalent of at least EUR 100,000 worth of shares in LifeWatch (the "Target Shares") in exchange for the receipt of offeror Shares (collectively, "permitted participants"). This press release and the documents and other materials in relation to the offer may not be acted or relied upon by persons in the EEA who are not permitted participants, and each shareholder of LifeWatch seeking to participate in the offer that is resident in the EEA will be deemed to have represented and agreed that it is a qualified investor or that it is tendering the equivalent of EUR 100,000 worth of Target Shares in exchange of offeror Shares.

End of ad hoc announcement 538553 24-Jan-2017 CET/CEST

1: http://public-cockpit.eqs.com/cgi-bin/fncls.ssp?fn=redirect&url=1f4fb893640c5184ba1f3250a7a4c834&application_id=538553&site_id=vwd&application_name=news (END) Dow Jones Newswires

   January 24, 2017 01:15 ET (06:15 GMT)- - 01 15 AM EST 01-24-17