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BAWAG Group AG - Tender Offer - Launch

BAWAG GROUP AG announces tender offer for its Tier 2 Callable Subordinated Notes and proposed issue of new euro-denominated Tier 2 Callable Subordinated Notes by BAWAG Group AG (the "New Notes") - XS1968814332

15 NOVEMBER 2023


Full announcement including disclaimers and offer restrictions available via Luxse


"Vienna, 15 November 2023 – BAWAG Group AG (the "Company") hereby announces the solicitation to Noteholders of its outstanding EUR 400,000,000 Tier 2 Callable Subordinated Notes due March 2029 (ISIN: XS1968814332) (the "Notes"), to tender their Notes for purchase by the Company at the respective Purchase Price plus any accrued interest on the Notes until (but excluding) the settlement date subject to the satisfaction or waiver of the New Issue Condition (as defined below) and the other conditions described in the Tender Offer Memorandum (as defined below) (the "Solicitation").


The Solicitation is being made on the terms and subject to the satisfaction or waiver of the New Issue Condition (as defined below) and the other conditions set out in the tender offer memorandum dated 15 November 2023 (the "Tender Offer Memorandum"). The Solicitation is not subject to a maximum acceptance amount.


Capitalized terms used in this announcement but not defined have the meanings given to them in the Tender Offer Memorandum.



The Notes



Rationale for the Solicitation


The purpose of the Solicitation and the planned issuance of New Notes is, amongst other things, to proactively manage the Company's Tier 2 capital. The Solicitation also provides Noteholders with the opportunity to sell their current holdings in the Notes prior to the Call Redemption Date falling on 26 March 2024 and to subscribe to the New Notes. Notes purchased by the Company pursuant to the Solicitation are expected to be cancelled and will not be re-issued or re-sold."


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