UNI - EN REPORT No 1/2013
Unofficial market - legal basis
In accordance with provisions of the Code of Best Practice for Warsaw Stock Exchange Listed Companies, the Ljubljana Stock Exchange Rules and the applicable legislation, Nova KBM d.d. hereby publishes the following announcement:
Nova KBM has successfully completed the project aimed at improving its Core Tier I capital ratio to 9 percent, thus meeting the requirements of the European Banking Authority (EBA) to strengthen its capital position. The enhanced capital base will enable Nova KBM to ensure long-term stability of its operations.
The project consisted of a number of interdependent and complex activities that were carried out in coordination between the Government of the Republic of Slovenia, as the largest shareholder of the Bank, the Bank of Slovenia and the Bank itself. These activities included the sale of the Bank’s 51 percent shareholding in Zavarovalnica Maribor, a redemption/conversion of subordinated instruments, and the raising of a new hybrid loan.
The Government of the Republic of Slovenia contributed a hybrid loan of €100 million with a fixed interest rate of 10 percent p.a. In accordance with the loan agreement, the full amount of the loan is to be converted into shares if the Core Tier I capital ratio falls to below 7 percent. The conversion rate is defined as the average price of a Nova KBM share in the 30-day period prior to the conversion announcement, reduced by a discount rate of 25 percent, taking into account the dilution effects on outstanding shares and the lowest issue price as determined in the applicable legislation and regulations, and considering that the conversion rate cannot be lower than €0.50 per share.
The implementation of the following measures of the action plan helped the Bank increase its capital position:
ď�§ the sale of its 51 percent shareholding in Zavarovalnica Maribor
ď�§ the use of profits from the redemption/conversion of subordinated instruments,
ď�§ the raising of a hybrid loan worth €100 million; the full amount of the loan, which was provided by the Government of the Republic of Slovenia, is included in the calculation of the Bank’s Core Tier I capital ratio.
Nova KBM has also implemented several internal measures to reduce capital consumption and improve its capital base, such as scaling down its risk-weighted assets, disposing of real estate and disposing of securities that were pledged as collateral.
By increasing its Core tier 1 capital by €182 million, Nova KBM has successfully fulfilled the requirements of the Bank of Slovenia and the EBA to strengthen its capital position. Nova KBM’s Core Tier I capital ratio as of 31 December 2012 thus exceeds the required level of 9 percent.
This notice will be publicly available on the Bank’s website (www.nkbm.si) from 4 January 2013, for at least five years.