Spar Nord Bank

M&A Activity • Nov 14, 2012

The Danish Financial Supervisory Authority has approved the merger
between Spar Nord Bank A/S (”Spar Nord”) and Sparbank A/S (”Sparbank”). Thus,
Sparbank’s shareholders will be allotted Spar Nord shares in the ratio of
2:1.

The merger between Spar Nord and
Sparbank, adopted at the extraordinary general meetings of the two banks on 12
November 2012 and 13 November 2012, respectively, was approved today by the
Danish Financial Supervisory Authority.

Thus, all conditions for completion
of the merger, pursuant to the merger statement published on 11 October 2012,
have now been met, and accordingly the merger has been recorded as completed
with the Danish Business Authority. The new Articles of Association of Spar
Nord as the continuing bank are downloadable from Spar Nord’s website
(www.sparnord.dk).

As described in the merger
statement, Bent Jensen, the CEO of Sparbank, has joined Spar Nord’s Executive
Board after completion of the merger. In addition, Fritz Dahl Pedersen, who has
served as a member and Deputy Chairman of the Board of Directors of Sparbank,
has taken a seat on the Board of Directors of Spar Nord, as stated in Spar
Nord’s Company Announcement no. 24.

What will the merger mean for Sparbank shareholders?

As a consequence of the merger, the
shareholders of Sparbank will receive two new Spar Nord shares for each
Sparbank share they hold. This will increase the share capital of Spar Nord by
nominally DKK 113,922,980, and on completion of the merger, Spar Nord’s share
capital will thus amount to nominally DKK 1,255,299,180, divided into
125,529,918 shares of nominally DKK 10, which corresponds to 125,529,918 voting
rights.

In accordance with applicable
disclosure obligations, Spar Nord hereby discloses that the above will also
apply at the end of November 2012.

The time schedule for the exchange
of shares will be as described in the merger statement published on 11 October
2012:

15 November 2012: Last trading day on NASDAQ
OMX Copenhagen for Sparbank’s shares

16 November 2012: The new shares are to be
admitted for trading on NASDAQ OMX Copenhagen.

Please direct any questions regarding this announcement to:

Please direct any questions you may
have relating to this announcement to:

Ole Madsen, SVP Corporate
Communication, Spar Nord Bank A/S, tel. +45 9634 4010

Henrik Nystrup Kragh, SVP Corporate
Communication, Sparbank A/S, tel. +45 2210 2457