- Addendum to the technical information memorandum in connection with Legal Merger preparations to be issued by Exchange Agent ABN AMRO
- NN Group anticipates to complete the Legal Merger ultimately on 3 August 2017
Reference is made to the joint press release by NN Group and Delta Lloyd dated 21 April 2017 regarding the results of the post closing acceptance period (na-aanmeldingstermijn) relating to the recommended public cash offer by NN Group Bidco B.V., a direct wholly-owned subsidiary of NN Group (‘NN Group Bidco’), to all holders of issued and outstanding ordinary shares in the capital of Delta Lloyd (the ‘Shares’) and to the continuing preparations of the triangular legal merger of Delta Lloyd into NN Group Bidco, whereby remaining holders of Shares will receive listed ordinary shares in the capital of NN Group (‘NN Group Shares’) (the ‘Legal Merger’).
Addendum to the TIM
NN Group and Delta Lloyd jointly announce that in connection with the preparations of the Legal Merger, today, 8 May 2017, ABN AMRO Bank N.V. (‘ABN AMRO’), in its capacity as Exchange Agent, will issue an addendum (the ‘Addendum’) to the technical information memorandum of 2 February 2017 (‘TIM’) to provide members admitted to Euronext in Amsterdam and Brussels (‘Members’) and institutions admitted to Euroclear Nederland (‘Admitted Institutions’) (the Members and the Admitted Institutions together referred to as ‘Financial Intermediaries’) with certain administrative and technical guidelines in relation to the Legal Merger, including details and procedures that Financial Intermediaries should follow to enable their clients, if eligible, to receive their NN Group Shares under the Legal Merger.
Anticipated completion of Legal Merger
NN Group and Delta Lloyd will continue the preparations of the Legal Merger. The Legal Merger is anticipated to be completed ultimately on 3 August 2017.
To the extent
permissible under applicable law or regulation, NN Group or its brokers (acting
as agents for NN Group) may from time to time after the date hereof directly or
indirectly purchase, or arrange to purchase, ordinary shares in the capital of
Delta Lloyd. To the extent information about such purchases or arrangements to
purchase is made public in the Netherlands, such information will be disclosed
by means of a press release to inform shareholders of such information, which
will be made available on the website of NN Group. In addition, financial
advisors to NN Group may also engage in ordinary course trading activities in
securities of Delta Lloyd, which may include purchases or arrangements to
purchase such securities.