The Management Board of RHI AG announces that it has received a letter stating the following:
“”Raiffeisen Zentralbank Österreich Aktiengesellschaft”, Vienna, FN 58882t (RZB) announces, also on behalf of “Raiffeisen Bank International AG” (formerly “Raiffeisen International Bank Holding AG”), Vienna, FN 122119f (RBI), a transfer of shares with voting rights in “RHI AG” (RHI) within the chain of companies controlled by it. The transfer resulted from the following restructuring within the group:
Initial situation of the restructuring Prior to the restructuring, RZB directly held 2,897,000 shares in RHI; this corresponds to a share of approximately 7.46% in the share capital and the voting rights of RHI.
Restructuring RZB demerged its corporate customer business division, i.e. essential parts of its banking operations and investments, which are related to the operating corporate customer business of the transferred division, from RZB for inclusion in Cembra Beteiligungs AG, Vienna, FN 125395f (Cembra), with effect from the entry in the register of companies of the spin-off from 09.10.2010.
Following the takeover of the assets transferred to Cembra in the course of the spin-off, Cembra as the original company was merged by means of an absorbing merger with RBI as the company taking over with effect of the entry of the merger in the register of companies from 10.10.2010. Through the amalgamation of Cembra into RBI, Cembra ceases to exist in accordance with §225a Abs 3 Z 2 AktG.
All 2,897,000 shares of RHI were also split off RZB and consequently transferred to RBI as a result of the restructuring.
Situation after restructuring Following the implementation of the restructuring, RBI thus directly holds 2,897,000 shares in RHI. All of these shares in RHI, that is 7.46% in the share capital and the shares with voting rights, are attributable to RZB in accordance with § 92 Z 4 BörseG, and will be indirectly held by it via the following chain of controlled companies following the implementation of the restructuring: Raiffeisen Zentralbank Österreich Aktiengesellschaft (RZB) -> 100% -> Raiffeisen International Beteiligungs GmbH -> approx. 78.5% -> Raiffeisen Bank International AG (RBI) (2,897,000 shares in RHI).
In addition, it is stated that Raiffeisen Centrobank AG, in its function as the market maker, holds a variable amount of RHI shares, which is not included in the calculation of voting rights in accordance with § 91 Abs 2 BörseG.”