Raiffeisen Bank International AG

M&A Activity • Apr 10, 2018

DGAP-Ad-hoc:Raiffeisen Bank InternationalAG/ Keyword(s):Disposal Raiffeisen Bank InternationalAG:RBI agrees to sell Polish subsidiary's core banking operations to BGZBNP

10-Apr-2018 / 07:59 CET/CEST

Disclosure of an inside information acc. toArticle 17 MARof the Regulation (EU) No 596/2014, transmitted byDGAP- a service of EQS GroupAG.

The issuer is solelyresponsible for the content of this announcement.

RBI agrees tosell Polishsubsidiary's core bankingoperations toBGZBNP

Vienna, 10April 2018. Today,Raiffeisen Bank InternationalAG(RBI) agreed to sell the core banking operations ofRaiffeisen Bank Polska S.A. bywayof demerger to Bank BGZBNPParibas S.A., a subsidiaryof BNPParibas S.A. (BNP).

The sales price is approximatelyEUR775 million, equating to a preliminaryprice/tangible book value multiple of around 0.95 times. This is based on the tangible book value of the core banking operations of approximatelyEUR815 million as of 31 December 2017 and is subject to closing accounts.Apositive impact of approximately90 basis points on the RBIGroup's CET1 ratio (fullyloaded) based on 31 December 2017 figures is expected as a result of the sale. The direct impact of the sale on the RBIGroup's consolidated profit is expected to be around minus EUR120 million, excluding anypotential effects from deconsolidation.Under the terms of the agreement with the buyer, total assets of approximatelyEUR9.5 billion and total risk-weighted assets of approximatelyEUR5.0 billion as of 31 December 2017 have been allocated to the core banking operations.

RBI intends to transfer the remaining Raiffeisen Bank Polska S.A. operations, mainlycomprising the foreign currencyretail mortgage loan portfolio, to a Polish branch ofRBIwhich is to be established. Total assets of approximatelyEUR3.5 billion and total risk-weighted assets of approximatelyEUR5.0 billion as of 31 December 2017 have been allocated to the retained operations.

The transaction will be executed in various technical steps:

1.Acquisition byBNPof shares in Raiffeisen Bank Polska S.A. representing approximately45 per cent of the latter's share capital;

2.Demerger and transfer of the core banking operations to Bank BGZBNPParibas S.A.;

1. In connection with the demerger,RBI and BNPwill participate in a Bank BGZBNPParibas S.A. share capital increase, in which RBIwill receive shares in Bank BGZBNPParibas S.A. representing 9.8 per cent of the latter's share capital. These shares will subsequentlybe acquired byBNPor a designated third party;

2. The shareholding of BNPin Raiffeisen Bank Polska S.A.will be terminated and RBIwill remain the sole shareholder of the remaining operations ofRaiffeisen Bank Polska S.A. following the demerger.

The transaction is expected to close in the fourth quarter of 2018 subject to regulatoryapprovals. With this transaction,RBI's commitment to the Polish regulator PFSAto list the shares in Raiffeisen Bank Polska S.A. on the WarsawStock Exchange is deemed to be fulfilled.

For more information, please contact:

Susanne E. Langer Head ofGroup Investor Relations Spokesperson Raiffeisen Bank InternationalAG Am Stadtpark 9 1030 Vienna,Austria ir@rbinternational.com phone +43-1-71 707-2089 www.rbinternational.com

10-Apr-2018 CET/CESTThe DGAPDistribution Services include RegulatoryAnnouncements, Financial/Corporate News and Press Releases.

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Language: Company:	English Raiffeisen Bank InternationalAG Am Stadtpark 9 A-1030 Vienna Austria
Phone:	+43-1-71707-2089
Fax:	+43-1-71707-2138
E-mail:	ir@rbinternational.com
Internet:	www.rbinternational.com
ISIN:	AT0000606306
WKN:	A0D9SU
Listed:	Foreign Exchange(s) Luxemburg, SIX, Wien (Amtlicher Handel /Official Market)

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