NOVA KREDITNA BANK MARIBOR D.D. - ?65 million for a 51 percent stake in Zavarovalnica Maribor (60...

| | POLISH FINANCIAL SUPERVISION AUTHORITY | | | | | | | | | | |
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| | | | | UNI - EN REPORT No | 60 | / | 2012 | | | | |
| | Date of issue: | 2012-12-11 | | | | | | | | | |
| | Short name of the issuer | | | | | | | | | | |
| | NOVA KREDITNA BANK MARIBOR D.D. | | | | | | | | | | |
| | Subject | | | | | | | | | | |
| | ?65 million for a 51 percent stake in Zavarovalnica Maribor | | | | | | | | | | |
| | Official market - legal basis | | | | | | | | | | |
| | Unofficial market - legal basis | | | | | | | | | | |
| | Contents of the report: | | | | | | | | | | |
| | In accordance with provisions of the Code of Best Practice for Warsaw Stock Exchange Listed Companies, the Ljubljana Stock Exchange Rules and the applicable legislation, Nova KBM d.d. hereby publishes the following announcement: The agreement for the sale of a 51 percent stake in Zavarovalnica Maribor was signed today at 10:00 a.m. between Nova KBM, as the seller, and Pozavarovalnica Sava and Slovenska odškodninska družba, as the buyers. By paying ?15 million, Pozavarovalnica Sava will acquire an 11.79 percent stake in Zavarovalnica Maribor, thus increasing its shareholding to 60.47 percent. Slovenska odškodninska družba will contribute ?50 million and take over a 39.21 percent shareholding in the Maribor-based Zavarovalnica Maribor. The procedure for the sale of Zavarovalnica Maribor, which started on 17 of August this year, has thus been brought to a successful conclusion. Products and services of Zavarovalnica Maribor will, for the time being, continue to be provided through Nova KBM?s branch network;
however, the talks about further cooperation between the Bank and the insurance company are expected to start soon. The management of all three companies believes the sale of Zavarovalnica Maribor sends a positive signal to their stakeholders as well as the financial public in general. The proceeds of ?65 million will, to a large extent, help Nova KBM increase its Core Tier I capital ratio to above 9 percent. The remaining funds needed to boost the Bank?s capital position are expected to derive from the profit generated on the redemption/exchange of hybrid notes, which will be completed by the end of this week, and through the issue of CoCo bonds. The latter, as well as a possible capital raising by issuing new shares, is subject to the decision of today?s Shareholders? Meeting. Slovenska odškodninska družba joined Pozavarovalnica Sava in the acquisition of a 51 percent shareholding in Zavarovalnica Maribor. Subject to the decision of its Shareholders? Meeting on 11 January 2013, Pozavarovalnica Sava plans
to raise ?55 million of fresh capital by the end of April 2013, with proceeds from the sale of shares to be used for acquiring the shareholding of Slovenska odškodninska družba in Zavarovalnica Maribor. The existing shareholders of Pozavarovalnica Sava will be given a preemptive right to buy new shares, and the share capital increase is expected to be carried out in several rounds. According to the information from Pozavarovalnica Sava, a number of investors have expressed an interest in buying new shares issued by the company. The entire investment story will be published by Pozavarovalnica Sava on SEOnet and at www.sava-re.si on Friday, 14 December 2012. Aleš Hauc, President of Nova KBM?s Management Board, said upon signing the agreement: ?The sales process was carried out in a transparent and professional manner, and we are happy with the result achieved. Apart from the sale price, it was important to us to find an owner capable of continuing the development of the business of Zavarovalnica Maribor. By
selling our shareholding in Zavarovalnica Maribor, we accomplished an important strategic objective that will contribute to further consolidation and development of the Bank and the entire Nova KBM Group?. Zvonko Ivanušič, President of the Management Board of Pozavarovalnica Sava, added: ?By acquiring the remaining equity stake in Zavarovalnica Maribor, Pozavarovalnica Sava became the second largest insurance group in the Western Balkan region. We believe Zavarovalnica Maribor will contribute to further strengthening the financial stability and to a long-term growth of the Sava Re Group?. ?Slovenska odškodninska družba purchasing Zavarovalnica Maribor shares was a well thought out deal that both helped Nova KBM improving its capital position and contributed to further development and growth of Pozavarovalnica Sava, a company in which we are the largest shareholder. The acquisition of Zavarovalnica Maribor shares has not posed any threat to the liquidity of our company?, explained Tomaž Kuntarič, President of
the Management Board of Slovenska odškodninska družba. ?I am confident that, as an owner, Pozavarovalnica Sava will remain as responsible in the future as it has been in the past, and that by working together we will achieve the goals we have set. On this occasion, I wish to express my sincere gratitude to all the employees of Zavarovalnica Maribor for their commitment and efforts during these most challenging times. We are looking forward to future business opportunities with our new owner?, said Drago Cotar, President of the Management Board of Zavarovalnica Maribor, upon the conclusion of the sales process. This announcement will be available on the Bank's website (www.nkbm.si) as from 11 December 2012. | | | | | | | | | | |
| | Annexes | | | | | | | | | | |
| | File | Description | | | | | | | | | |

REPORT
INFORMATION ABOUT THE ENTITY
SIGNATURE OF PERSONS REPRESENTING THE COMPANY

| | | NOVA KREDITNA BANKA MARIBOR D.D. | | | | | |
| --- | --- | --- | --- | --- | --- | --- | --- |
| | | (fullname of the issuer) | | | | | |
| | | NOVA KREDITNA BANK MARIBOR D.D. | | Banki (ban) | | | |
| | | (short name of the issuer) | | (sector according to clasification of the WSE in Warsow) | | | |
| | | 2505 | | Maribor | | | |
| | | (post code) | | (city) | | | |
| | | Vita Kraigherja | | 4 | | | |
| | | (street) | | (number) | | | |
| | | +386 2 229 22 90 | | +386 2 229 43 33 | | | |
| | | (phone number) | | | (fax) | | |
| | | (e-mail) | | | (web site) | | |
| | | SI94314527 | | 586058000 | | | |
| | | (NIP)
| | | (REGON) | | |

REPORT
INFORMATION ABOUT THE ENTITY
SIGNATURE OF PERSONS REPRESENTING THE COMPANY

REPORT
INFORMATION ABOUT THE ENTITY
SIGNATURE OF PERSONS REPRESENTING THE COMPANY