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Kardan N.V. Capital/Financing Update 2005

Oct 11, 2005

6875_iss_2005-10-11_b835681b-0f6c-4f68-b5e3-0b3976460302.pdf

Capital/Financing Update

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KARDAN

PRESS RELEASE

KARDAN INCREASES ITS STAKE IN REAL ESTATE ACTIVITIES

Amsterdam, 11 October 2005 - Kardan N.V. (Kardan) announces that through its real estate subsidiaries GTC Real Estate N.V. (GTC RE) and Globe Trade Centre S.A. (GTC Poland) it significantly increases its holdings in the GTC group companies.

GTC RE has signed a share purchase agreement with ADRI International B.V. (ADRI) for the purchase of ADRI's 24.5% stake in GTC International B.V. (GTC-I) for a total consideration of USD 91.6 million. The shares will be purchased by GTC RE and/or GTC-I.

This agreement follows that of August 2005, when GTC RE increased its holdings in GTC-I to 75.5% by purchasing shares in GTC-I from a Deutsche Bank subsidiary and other minority shareholders.

Following the completion of this transaction, GTC RE will hold 100% of GTC-I, which is the controlling shareholder (51%) of GTC Poland.

At the same time, GTC Poland signed a share purchase agreement with ADRI to purchase ADRI's shares in the subsidiaries GTC Hungary, GTC Serbia, GTC Romania and GTC Croatia for a total consideration of approximately USD 19.4 million.

Upon closing GTC Poland will increase its stake in these subsidiaries to approximately 97% in each of GTC Hungary, GTC Serbia and GTC Croatia and to approximately 94% in GTC Romania.

Both transactions are scheduled to be completed by 15 December 2005.

Concurrently, ADRI agreed to provide GTC RE a loan in the amount of USD 50 million. As a security to the loan, shares of GTC Poland with a market value equal to 120% of the outstanding loan balance will be pledged. GTC Poland's current market cap is approximately USD 820 million.

Kardan believes these transactions present a great opportunity to increase its involvement in the real estate markets of the region and will enable it to introduce new partners for new projects on a country by country basis.

About GTC Poland

GTC Poland is one of the leading real estate developers in Central and Eastern Europe. It invests in three main sectors of the real estate market: office buildings, retail and entertainment centres and residential property. It operates in 6 countries; Poland, Hungary, the Czech Republic, Romania, Serbia and Croatia, and is constantly seeking further investment opportunities in other countries in the CEE region. GTC Poland is listed on the Warsaw Stock Exchange and included in the main index (WIG20).


KARDAN

About GTC RE

GTC RE is the real estate division of the Kardan Group. Its shares are listed on the Tel Aviv Stock Exchange and are included in several of its major indices.

Kardan holds approximately 70% equity interest in GTC RE.

About Kardan

Kardan is an international investment company with a focus on three sectors: Real Estate, Financial Services and Infrastructure. Kardan is primarily active in Central and Eastern Europe, where it conducts more than 75% of its activities. Kardan holds controlling interests in its investee companies and is actively involved in the definition and implementation of their strategy. Total assets per December 31, 2004 amounted to USD 1,437 million, with revenues of USD 337 million. The number of employees engaged by the group amounted to approximately 4,160 as of December 31, 2004. Kardan is listed on Euronext Amsterdam and the Tel-Aviv Stock Exchange.

For further information please contact:

Citigate First Financial phone +31 (0)20 575 40 10

Floor van Maaren mobile +31(0)6 29 59 77 46