Falabella S.A.
 (a sociedad anónima abierta organized under the laws of Chile)

OFFER TO PURCHASE

Offers to Purchase for Cash
Any and All Outstanding
3.750% Senior Notes due 2023

Notes

CUSIP and ISIN Number(s)

Aggregate Principal Amount Outstanding


3.750% Senior Notes due 2023

CUSIP:
78386F AA4 (144A); P82290 AA8 (Reg.S)
ISIN:
US78386FAA49 (144A); USP82290AA81 (Reg. S)


U.S.$500,000,000

To view copies of the Tender Offer documents for 3.750% Senior Notes due 2023 please click on the links below

Offer to Purchase

Notice of Guaranteed Delivery


Offers to Purchase for Cash
Up to $150,000,000 in Aggregate Principal Amount of Its Outstanding
4.375% Senior Notes due 2025

Description of Notes

CUSIP and ISIN Number(s)

Outstanding Principal Amount


4.375% Senior Notes due 2025

CUSIP:
78386F AC0 (144A); P82290 AG5 (Reg. S)
ISIN:
US78386FAC05 (144A); USP82290AG51 (Reg. S)


U.S.$400,000,000

To view copie(s) of the Tender Offer document(s) for 4.375% Senior Notes due 2025 please click on the link(s) below

Offer to Purchase

Any questions regarding the terms of the Tender Offer may be directed to the Dealer Managers and requests for additional copies of this Offer to Purchase may be directed to the Information Agent at their respective telephone numbers and locations listed below. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Tender Offer.

The Tender Agent and Information Agent for Tender Offer is:

D.F. KING & CO., INC.

Banks and Brokers call: (212) 269-5550
Toll-Free: (800) 669-5550

By Facsimile (For Eligible Institutions Only):
(212) 709-3328

Confirmation:
(212) 232-3223

By Mail, By Hand and Overnight Courier:
48 Wall Street
New York, NY 10005

Email: falabella@dfking.com

The Dealer Managers for the Tender Offer are:

Citigroup Global Markets Inc.

388 Greenwich Street, 7th Floor
New York, New York 10013
U.S. Toll Free: +1 (800) 558-3745
Attention: Liability Management Group

Goldman Sachs & Co. LLC

200 West Street
New York, New York 10282
U.S. Toll Free: +1 (800) 828-3182
Collect: +1 (212) 357-1452
Attention: Liability Management Group
J.P. Morgan Securities LLC

388 Madison Avenue, 6th Floor
New York, New York 10179
U.S. Toll Free: +1 (866) 846-2874
Collect: +1 (212) 834-7279
Attention: Liability Management Group