Kommunalkredit CAPITAL I LIMITED
AND
KA FINANZ AG (formerly KOMMUNALKREDIT AUSTRIA AG)
ANNOUNCEMENT OF RESULTS OF
CASH TENDER OFFER AND PROPOSAL
AND
NOTICE OF REDEMPTION BY THE ISSUER
AT THE EARLY REDEMPTION PRICE
Kommunalkredit Capital I Limited (the Issuer) announces today the results of its invitation to holders of its outstanding €80,000,000 Perpetual Non-Cumulative Subordinated Fixed/Floating Rate Capital Notes (the Capital Notes and all holders of such Capital Notes the Noteholders) to tender their Capital Notes for purchase by the Issuer for cash (the Offer). In addition, the Issuer and KA Finanz AG (formerly Kommunalkredit Austria AG) (the Support Agreement Provider) announce the results of their invitation to Noteholders to approve the modification of the terms and conditions of the Capital Notes to provide for the Issuer to have the option to redeem all, but not some only, of the Capital Notes outstanding (if any) on completion of the Offer (the Proposal).
The Offer and the Proposal were made on the terms and subject to the conditions contained in the invitation memorandum dated 3 August 2010 (the Invitation Memorandum) prepared by the Issuer and the Support Agreement Provider in connection with the Offer and the Proposal. This announcement must be read in conjunction with the Invitation Memorandum. Capitalised terms used but not otherwise defined in this announcement shall have the meaning given to them in the Invitation Memorandum.
The Issuer hereby announces that all of the Capital Notes validly tendered in the Offer will be accepted for repurchase by the Issuer, at the price of (i) €250 for each €1,000 in principal amount of the Capital Notes, in the case of Capital Notes validly tendered for repurchase prior to the Early Tender Deadline, and (ii) €230 for each €1,000 in principal amount of the Capital Notes, in the case of Capital Notes validly tendered for repurchase after the Early Tender Deadline but before the Offer Deadline. Settlement of the Offer is expected to take place on 16 September, 2010 (the Settlement Date).
The Issuer also announces that the Extraordinary Resolution in respect of the Capital Notes detailed in the notice dated 3 August, 2010 (the Notice) was duly passed by the requisite majority of Noteholders at the meeting convened by the Notice and held at the offices of Freshfields Bruckhaus Deringer LLP, Seilergasse 16, 1010 Vienna at 12.00 noon (CET), today (the Meeting). The Supplemental Agency Agreement in respect of the Capital Notes has been executed by the Issuer and the other parties thereto to give effect to and implement the Proposal accordingly, with effect on and from 13 September, 2010. Noteholders who validly submitted Ineligible Noteholder Instructions by the Early Tender Deadline will receive the Ineligible Noteholder Early Submission Amount of €50 per €1,000 in principal amount of the Capital Notes on the Settlement Date.
NOTICE IS HEREBY GIVEN THAT following the passing of the Extraordinary Resolution and the execution of the Supplemental Agency Agreement, the Issuer hereby exercises its option to redeem all of the outstanding Capital Notes according to Condition 5(c) of the terms and conditions of the Capital Notes, each at its Early Redemption Price of €200 for each €1,000 in principal amount of the Capital Notes, on 16 September, 2010.
This notice is given by:
Kommunalkredit Capital I Limited
22 Grenville Street
St. Helier
Jersey JE4 8PX
Channel Islands
Dated 13 September, 2010.
HUG#1444125
