NOT FOR PUBLICATION OR DISTRIBUTION IN THE UNITED STATES, CANADA, JAPAN OR AUSTRALIA

Delta Lloyd NV announces the offering of 19.9 million new ordinary shares via an accelerated bookbuild transaction, which will be launched immediately. In line with Delta Lloyd's approach to prudent capital management, Delta Lloyd intends to use the proceeds of the transaction to further reinforce its solvency position in light of the various uncertainties still associated with Solvency II. The issued ordinary shares will be eligible for the 2014 final dividend.

Executive Board chairman Hans van der Noordaa: "Prudent capital and return management is a key priority for Delta Lloyd, as we have iterated in our 2014 full year results and our dialogues with investors and analysts that followed. We are continuously investigating ways to optimise our capital structure and strengthen our balance sheet, through our product mix, earnings, asset optimisation and capital market transactions, such as a longevity swap. Today's capital increase in combination with a longevity swap will bring our economic capital ratio (internal model based on FY 2014 methodology and assumptions) in the upper half of our communicated appetite range (140-180%). This prudent approach should provide us with additional flexibility in continuing to capture market opportunities for profitable growth. We remain committed to our dividend policy."

Transaction
The book for the offering will open with immediate effect and closing of the book is expected tomorrow before NYSE Euronext Amsterdam and NYSE Euronext Brussels markets open, subject to possible acceleration. Settlement of the offering and admittance of the ordinary shares to listing and trading on NYSE Euronext Amsterdam and Brussels is expected to take place on 19 March 2015. For the purpose of the transaction, Delta Lloyd will use the authorisation of the annual shareholders' meeting permitting the issue of new ordinary shares representing up to 10% of the issued share capital.

Morgan Stanley is acting as Sole Global Coordinator and Joint Bookrunner for the offering and ABN AMRO Bank is acting as Joint Bookrunner for the offering. Delta Lloyd has agreed not to undertake a further issue or sale of ordinary shares or securities convertible into ordinary shares for a period of 90 days following settlement of the offering, subject to customary exceptions, save with the prior written consent of the Sole Global Coordinator.

This announcement is made pursuant to Section 5:25i paragraph 2 of the Dutch Financial Supervision Act.


This announcement does not constitute a prospectus or an offer or invitation to purchase securities.

This announcement is only addressed to, and directed at, persons in member states of the European Economic Area ("EEA") who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC) as amended, including by the 2010 PD Amending Directive (Directive 2010/73/EU), as and to the extent implemented in the relevant EEA member state, and any relevant implementing measure in the relevant member state.

In addition, in the United Kingdom, this announcement is not being distributed by, nor has it been approved for the purposes of 21 of the Financial Services and Markets Act 2000 ("FSMA") by a person authorised under FSMA and is directed only at, persons (i) who are persons having professional experience in matters relating to investments who fall within the definition of "investment professionals" in Article 19(5) of The Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Order"), or (ii) persons who are high net worth entities falling within Article 49(2) of the Order, and other persons to whom it may lawfully be communicated ("relevant persons"). Under no circumstances should persons who are not relevant persons rely or act upon the contents of this announcement. Any investment or investment activity to which this announcement relates in the United Kingdom is available only to, and will be engaged only with, relevant persons.

These materials are not an offer of securities for sale into the United States. The securities to which these materials relate have not been registered under the US Securities Act of 1933, as amended (the "Securities Act"), and may not be offered or sold in the United States absent registration or an exemption from, or in a transaction not subject to, registration under the Securities Act, including pursuant to the private offering exemption provided by Section 4(a)(2) of the Securities Act and outside the United States in reliance on Regulation S under the Securities Act. There will be no public offering of the securities in the United States.

The Offering and the distribution of this announcement and other information in connection with the Offering in certain jurisdictions may be restricted by law and persons into whose possession any document or other information referred to herein comes should inform themselves about and observe any such restriction. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. The price and value of the Delta Lloyd shares may go up as well as down. Persons needing advice should contact a professional adviser. Past performance cannot be relied upon as a guide to future performance.

ABN AMRO Bank N.V., acting through its Corporate Finance and Capital Markets department ("ABN AMRO"), which is authorised and regulated by the Financial Services Authority, is acting for Delta Lloyd and for no one else in connection with the Offering and will not be responsible to anyone other than Delta Lloyd for providing the protections afforded to customers of ABN AMRO or for affording advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to in this announcement. ABN AMRO may participate in the Offering on a proprietary basis.

Morgan Stanley & Co. International plc ("Morgan Stanley"), which is authorised by the Prudential Regulation Authority and authorised and regulated by the Financial Conduct Authority, is acting for Delta Lloyd and for no one else in connection with the Offering and will not be responsible to anyone other than Delta Lloyd for providing the protections afforded to customers of Morgan Stanley or for affording advice in relation to the Offering, the contents of this announcement or any transaction, arrangement or other matter referred to in this announcement. Morgan Stanley may participate in the Offering on a proprietary basis.

This announcement has been issued by and is the sole responsibility of Delta Lloyd. Apart from the responsibilities and liabilities, if any, that may be imposed on ABN AMRO and Morgan Stanley by FSMA, ABN AMRO and Morgan Stanley does not accept any responsibility whatsoever and makes no representation or warranty, express or implied, for the contents of this announcement, including its accuracy, completeness or verification or for any other statement made or purported to be made by Delta Lloyd, or on Delta Lloyd's behalf, or by ABN AMRO or Morgan Stanley, or on ABN AMRO's or Morgan Stanley's behalf, in connection with Delta Lloyd or the Offering, and nothing in this announcement is or shall be relied upon as a promise or representation in this respect, whether as to the past or future. ABN AMRO and Morgan Stanley accordingly disclaims to the fullest extent permitted by law all and any responsibility and liability, whether arising in tort, contract or otherwise, which they might otherwise have in respect of this document and any such statement.


Full press release:
http://hugin.info/142905/R/1903891/677173.pdf



This announcement is distributed by NASDAQ OMX Corporate Solutions on behalf of NASDAQ OMX Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Delta Lloyd via Globenewswire

HUG#1903891