The FINANCIAL — ING announced on January 6 the successful sale of 33 million ordinary shares of NN Group. The shares have been sold at a price of EUR 31.00 per share. As part of the transaction, NN Group has repurchased 8 million shares at the same price per share for an aggregate amount of EUR 250 million. The gross proceeds to ING Group from the offering, including the repurchase by NN Group, amounted to EUR 1 billion.
As a result of the transaction, ING loses significant influence on NN Group and will account for its remaining stake in NN Group as an available-for-sale investment going forward. The transactions are expected to result in a net profit to ING at closing of EUR 0.5 billion. This broadly reflects the difference between the EUR 2.2 billion book value of our 25.8% investment in NN Group, which was fixed at deconsolidation at the end of May 2015, and the market value of this stake of approximately EUR 2.7 billion. The transaction will reduce ING Group’s stake in NN Group’s outstanding capital from 25.8% to 16.2% and will raise ING Group’s fully loaded CET1 ratio by approximately 30 basis points on a pro forma basis, according to ING.
ING has previously announced that it intends to divest its remaining stake in NN Group over time, in line with its strategy to divest all of its insurance and investment management businesses as part of the restructuring agreement with the European Commission as amended on 16 November 2012, ultimately by the end of 2016. In this context, ING Group previously also sold shares of NN Group through an initial public offering in July 2014 and follow-on offerings in February, May and September 2015. As from 14 December 2015, ING no longer has any nominees on NN Group’s Supervisory Board.
The transaction announced today was executed by way of an accelerated book building offering to institutional investors and to NN Group. As of settlement of the transaction, the remaining shares in NN Group held by ING Group will be subject to a lock-up period of 60 days (subject to certain exceptions including a sale to the investor group who invested in NN Group prior to its initial public offering in accordance with ING Group’s announcement of 30 April 2014, and the right of the joint global coordinators of the offering to waive the lock up restrictions).
BofA Merrill Lynch, Deutsche Bank, ING Bank and JP Morgan acted as Joint Global Coordinators and Joint Bookrunners for the offering. BBVA, Citi, Commerzbank, KBC Securities and UBS acted as Joint Bookrunners.