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FORTIS (PINKSHEETS:FORSY) Fortis announces that its accelerated bookbuilding offering announced today was completed after receiving substantial demand from institutional investors. Merrill Lynch International, JP Morgan, Morgan Stanley and Fortis Bank have accordingly, placed 150,000,000 new Fortis unified shares ("New Shares") at EUR 10.00 per New Share; the total gross proceeds of the offering amount to EUR 1.5 billion.
Settlement of the offering is expected to take place on or around 2 July 2008.
Fortis will file as promptly as reasonably practicable an application for the listing of the New Shares on Euronext Brussels, Euronext by NYSE Euronext (Amsterdam) and the EU regulated market of the Luxembourg Stock Exchange.
Fortis is an international provider of banking and insurance services to personal, business and institutional customers. We deliver a total package of financial products and services through our own high-performance channels and via intermediaries and other partners. Fortis ranks among Europe's top 20 financial institutions. Together with ABN AMRO, we have a presence in over 50 countries and a dedicated, professional workforce of more than 85,000. All this makes us a leader in financial services in Europe, a top 3 private banker and a top tier asset manager. More information is available at www.fortis.com.
Merrill Lynch International, JP Morgan, Fortis Bank and Morgan Stanley (together, the "Managers") are each acting exclusively for Fortis and no one else in relation to the offering of Fortis referred to herein (the "Placing") and will not be responsible to any person other than Fortis for providing the protections afforded to the Managers' respective clients or for providing advice in relation to the Placing or in relation to the contents of this press release or any other transaction, arrangement or matter referred to herein.
In connection with the Placing, the Managers and any of their respective affiliates, acting as investors for their own accounts may subscribe for and/or purchase shares of Fortis and, in that capacity, may retain, purchase, sell, offer to sell or otherwise deal for their own accounts in such shares and other securities of Fortis or related investments in connection with the Placing or otherwise. Accordingly, references in this press release to the shares of Fortis being placed, offered or otherwise dealt in should be read as including any issue or offer to or dealing by, any Manager and any of its affiliates acting as an investor for its or their own accounts. The Managers do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so.
This press release is not an offer of securities for sale nor the solicitation of an offer to purchase securities in Belgium, the Netherlands, Luxembourg or in any other jurisdiction where such offer may be restricted. The new shares of Fortis referred to in this document in relation to the accelerated bookbuilding offering have not been and will not be publicly offered in Belgium, the Netherlands, Luxembourg or in any other jurisdiction and such new shares will not be registered in any jurisdiction.
This press release is not an offer of securities for sale nor the solicitation of an offer to purchase securities in the United States. Securities may not be offered or sold in the United States unless they are registered under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act") or exempt from registration. The securities of Fortis referred to in this press release have not been and are not being registered under the U.S. Securities Act and Fortis will not make a public offer of such securities in the United States.
This press release does not constitute an offer of securities to the public in the United Kingdom. This document is for distribution in the United Kingdom only to and is directed at (a) persons who have professional experience in matters relating to investments falling within Article 19(1) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (b) high net worth entities, and other persons to whom it may otherwise lawfully be communicated, falling within Article 49(1) of the Order (all such persons being referred to as "relevant persons"). This document must not be acted on or relied on by persons who are not relevant persons. Any investment or investment activity to which this communication relates is only available to relevant persons and will be engaged in only with relevant persons. Persons distributing this document must satisfy themselves that it is lawful to do so.
The release, publication or distribution of this press release in certain jurisdictions may be otherwise restricted by law or regulations. Therefore, persons in such jurisdictions into which this press release is released, published or distributed must inform themselves about and observe such laws and restrictions.
This announcement and the information contained herein are not for publication, distribution or release directly or indirectly in, or into, the United States, Canada, Australia or Japan.
The content of this announcement includes statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements can be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "anticipates", "expects", "intends", "may", "will", or "should", and include statements we make concerning the intended results of our strategy. By their nature, forward-looking statements involve risks and uncertainties and readers are cautioned that any such forward-looking statements are not guarantees of future performance. Fortis' actual results may differ materially from those predicted by the forward-looking statements. Fortis undertakes no obligation to publicly update or revise forward-looking statements, except as may be required by law.
This press release is the sole responsibility of the Fortis. No representation or warranty, express or implied, is or will be made as to, or in relation to, and no responsibility or liability is or will be accepted by the Managers or by any of their respective affiliates or agents as to or in relation to, the accuracy or completeness of this announcement, or any other written or oral information made available to or publicly available to any prospective investor or its advisers, and any liability therefore is hereby expressly disclaimed.
