ING announces liability management offers

ING announces liability management offers

ID: 123020

(Thomson Reuters ONE) -


NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION TO ANY U.S. PERSON (AS DEFINED
BELOW) OR IN OR INTO OR TO ANY PERSON LOCATED OR RESIDENT IN OR AT ANY ADDRESS
IN THE UNITED STATES, ITS TERRITORIES AND POSSESSIONS OR TO ANY PERSON LOCATED
OR RESIDENT IN ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DISTRIBUTE THIS
DOCUMENT.

ING announces liability management offers

* ING announces exchange offers and consent solicitations for three tranches
of senior debt securities issued by ING Verzekeringen N.V. totalling EUR
2.6 billion.
* Holders have the possibility to exchange into new securities issued by ING
Groep N.V. and/or consent to a modification of existing terms.

ING announced today that, in preparation of the planned divestments of its
insurance and investment management activities, it will launch three separate
exchange offers and consent solicitations on a total of three series of senior
debt securities of ING Verzekeringen N.V. with a total nominal value of EUR 2.6
billion.

The objective of the transaction is to remove potential ambiguity that the
planned divestments may create with regards to these securities, predominantly
with regards to the substantial assets disposal clauses which may be triggered
by any or more of the divestments. The transaction provides holders the
possibility to either exchange into new securities issued by ING Groep N.V. with
the same coupon and the same remaining maturity, or to maintain their existing
investment and consent to the modification of the existing terms (fully detailed
in the Exchange Offer and Consent Solicitation Memorandum).

Targeted Securities

ISIN Issuer Tier Maturity Coupon Curr. Size Consent
(mln) Fee
--------------------------------------------------------------------------------




XS0236243548 ING Senior Nov-12 3.5% EUR 600 0.25%
Verzekeringen
NV

XS0267516911 ING Senior Sep-13 3m?+17.5bps EUR 1,000 2.50%
Verzekeringen
NV

XS0267516598 ING Senior Sep-13 4.0% EUR 1,000 0.25%
Verzekeringen
NV


FURTHER INFORMATION
The exchange offers are being made on terms and subject to the conditions set
out in separate Exchange Offer and Consent Solicitation Memorandum dated 8 March
2012. Announcement of results is expected on or about 30 March 2012.

This document is not an offer of securities for sale, a solicitation of an offer
to buy or a tender offer for securities in the United States or any other
jurisdiction. The exchange offers are not being made within, and this document
is not for distribution in or into, the United States of America or to any U.S.
person (as defined in Regulation S under the United States Securities Act of
1933, as amended (the "Securities Act")). Securities may not be offered, sold or
delivered in the United States absent registration under, or an exemption from
the registration requirements of, the Securities Act. The new securities to be
issued in connection with the exchange offers described above have not been, and
will not be, registered under the Securities Act or the securities laws of any
U.S. state or other jurisdiction of the United States and may not be offered,
sold or delivered, directly or indirectly, within the United States or to, or
for the account or benefit of, U.S. persons.

For detailed information regarding the Exchange Offers and the Consent
Solicitations holders of the targeted securities may contact Morgan Stanley
acting as structurer and lead dealer manager and UBS Investment Bank and ING,
acting as joint dealer managers for the offers.
Morgan Stanley, Liability Management, Tel: +44 207 677 5040, Email:
liabilitymanagementeurope(at)morganstanley.com
UBS, Liability Management, Tel: +44 207 567 0525, Email: OL-Liability-
Management(at)ubs.com

Copies of the Exchange Offer and the Consent Solicitation Memorandum are only
available to eligible holders upon request from the Exchange Agent Lucid Issuer
Services Limited at ing(at)lucid-is.com.


Press enquiries   Investor enquiries

Ingeborg Klunder   ING Group Investor Relations

+31 20 576 6371   +31 20 5766396

ingeborg.klunder(at)ing.com   investor.relations(at)ing.com


ING PROFILE
ING is a global financial institution of Dutch origin, offering banking,
investments, life insurance and retirement services to meet the needs of a broad
customer base. Going forward, we will concentrate on our position as an
international retail, direct and commercial bank, while creating an optimal base
for an independent future for our insurance and investment management
operations.


IMPORTANT LEGAL INFORMATION

Certain of the statements contained in this document are not historical facts,
including, without limitation, certain statements made of future expectations
and other forward-looking statements that are based on management's current
views and assumptions and involve known and unknown risks and uncertainties that
could cause actual results, performance or events to differ materially from
those expressed or implied in such statements. Actual results, performance or
events may differ materially from those in such statements due to, without
limitation: (1) changes in general economic conditions, in particular economic
conditions in ING's core markets, (2) changes in performance of financial
markets, including developing markets, (3) consequences of a potential (partial)
break-up of the euro, (4) the implementation of ING's restructuring plan to
separate banking and insurance operations, (5) changes in the availability of,
and costs associated with, sources of liquidity such as interbank funding, as
well as conditions in the credit markets generally, including changes in
borrower and counterparty creditworthiness, (6) the frequency and severity of
insured loss events, (7) changes affecting mortality and morbidity levels and
trends, (8) changes affecting persistency levels, (9) changes affecting interest
rate levels, (10) changes affecting currency exchange rates, (11) changes in
investor, customer and policyholder behaviour, (12) changes in general
competitive factors, (13) changes in laws and regulations, (14) changes in the
policies of governments and/or regulatory authorities, (15) conclusions with
regard to purchase accounting assumptions and methodologies, (16) changes in
ownership that could affect the future availability to us of net operating loss,
net capital and built-in loss carry forwards, (17) changes in credit-ratings,
(18) ING's ability to achieve projected operational synergies and (19) the other
risk factors and uncertainties detailed in the risk factors section contained in
the most recent annual report of ING Groep N.V.

Any forward-looking statements made by or on behalf of ING speak only as of the
date they are made, and, ING assumes no obligation to publicly update or revise
any forward-looking statements, whether as a result of new information or for
any other reason. This document does not constitute an offer to sell, or a
solicitation of an offer to buy, any securities.





PDF version of the press release:
http://hugin.info/130668/R/1592301/500692.pdf




This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.

Source: ING Group via Thomson Reuters ONE

[HUG#1592301]


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Bereitgestellt von Benutzer: hugin
Datum: 08.03.2012 - 07:58 Uhr
Sprache: Deutsch
News-ID 123020
Anzahl Zeichen: 8703

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