ABN Abn Amro Holding N.V.

NLFI exchanges 59.7 million shares in ABN AMRO for depositary receipts

NLFI (Stichting administratiekantoor beheer financiële instellingen) announced today that it has transferred approximately 59.7 million ordinary shares in ABN AMRO Group N.V.  to the ABN AMRO Trust Office (Stichting Administratiekantoor Continuïteit ABN AMRO Group) in exchange for an equal amount of depositary receipts for ordinary shares in ABN AMRO.

NLFI executed this transfer to avoid the necessity for the ABN AMRO Trust Office to apply for any new declarations of no objection and other similar regulatory approvals when NLFI wishes to reduce its shareholding in ABN AMRO in the future. The ABN AMRO Trust Office had been granted declarations of no objection and other similar regulatory approvals to issue depositary receipts in exchange for ordinary shares provided that a majority would be exchanged in 2017. That condition has now been met.

The transferred ordinary shares represent approximately 6.4% of ABN AMRO's share capital and do not affect the total number of shares issued by ABN AMRO. As a result of the transfer, NLFI continues to hold a stake of approximately 56.3% in ABN AMRO, of which 49.9% is directly held via ordinary shares and approximately 6.4% indirectly via depositary receipts. The remaining 43.7% is held by institutional and retail investors in the form of depositary receipts. 

The new depositary receipts (held by NLFI) will be listed on Euronext Amsterdam. The transfer does not result in any changes to the rights and obligations of NLFI under the Relationship Agreement. NLFI has waived, in its capacity of holder of depositary receipts only, any meeting and voting rights attached to the depositary receipts other than the right to vote in the shareholders meeting of ABN AMRO.

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