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NIBC Bank N.V. announces result of original meeting and notice of adjourned meeting in respect of its outstanding USD 100,000,000 CMS linked perpetual debt securities

Persbericht - 5 februari 2024, 13:30 CET

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN THE UNITED STATES OF AMERICA, ITS TERRITORIES AND POSSESSIONS (INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, GUAM, AMERICAN SAMOA, WAKE ISLAND AND THE NORTHERN MARIANA ISLANDS, ANY STATE OF THE UNITED STATES OF AMERICA AND THE DISTRICT OF COLUMBIA) (THE "UNITED STATES") OR TO ANY U.S. PERSON (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT) OR IN OR INTO ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO RELEASE, PUBLISH OR DISTRIBUTE THIS ANNOUNCEMENT.

Notice is hereby given to the holders of NIBC BANK N.V. (formerly known as NIB Capital Bank N.V., incorporated with limited liability under the laws of The Netherlands and having its corporate seat in The Hague)(the "Issuer") outstanding U.S.$100,000,000 CMS Linked Perpetual Debt Securities (ISIN: XS0215294512) (the "Securities") that, at the Meeting of such holders held at the offices of Clifford Chance LLP at Droogbak 1A, 1013 GE Amsterdam, The Netherlands on 5 February 2024 at 9:00 a.m. (London time) / 10:00 a.m. (CET) (the "Original Meeting"), the quorum required for the Original Meeting was not obtained and accordingly the Original Meeting has been adjourned in accordance with the provisions of the Trust Deed and will be held on 21 February 2024 (the "Adjourned Meeting").

Following the adjournment of the Original Meeting which was adjourned for want of quorum, the Adjourned Meeting convened by the Issuer will be held at the offices of Clifford Chance LLP at Droogbak 1A, 1013 GE Amsterdam, The Netherlands on 21 February 2024 for the purpose of considering and, if thought fit, passing the resolution set out in the Consent Solicitation Memorandum dated 12 January 2024 (the "Consent Solicitation Memorandum"), with the implementation of that resolution being subject to satisfaction of the condition set out in paragraph 5(b) thereof (the "Eligibility Condition") and which resolution will be proposed as an extraordinary resolution of the Securityholders (the "Extraordinary Resolution") in accordance with the provisions of the Trust Deed dated 24 March 2005 (the "Trust Deed"), made between the Issuer and The Law Debenture Trust Corporation p.l.c. (the "Trustee"). The Meeting will commence at 9:00 a.m. (London time) / 10:00 a.m. (CET).

For the avoidance of doubt, Securityholders who have already submitted Consent Instructions or Ineligible Holder Instructions prior to the date of this announcement have the option to leave such instructions unchanged or revoke such instructions. In the event that a Securityholder elects to revoke a previously submitted Consent Instruction or Ineligible Holder Instruction, nothing shall prevent the relevant Securityholder from submitting a further Consent Instruction or Ineligible Holder Instruction prior to the extended expiration deadline occurring as at 4:00 p.m. (London time) / 5:00 p.m. (CET) on 16 February 2024.

Defined terms used but not defined herein shall have the meanings given to them in the notice of the Meeting dated 12 January 2024 in relation to the Securities.

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