Kardan N.V. — M&A Activity 2008

Oct 6, 2008

KARDAN TAKES NEXT STEP IN MERGER PROCESS

Amsterdam, October 5, 2008 - International investment company Kardan N.V. (Kardan) announces the next step in preparation to merge its real estate subsidiary GTC Real Estate N.V. (GTC RE) into Kardan. This merger should further strengthen the group financially, simplify the holding structure and further increase transparency.

If and when a merger between GTC RE and Kardan takes place, it will take the form of a triangular legal merger under Dutch law pursuant to which in principle all assets and liabilities of GTC RE will be transferred to a newly incorporated 100% subsidiary of Kardan and all shareholders of GTC RE will be granted shares in Kardan. The Management Boards of both Kardan and GTC RE will recommend for approval to their Supervisory Boards a share exchange ratio of 0.81 Kardan share for each GTC RE share. This ratio is still subject to the auditor's report and auditor's statement on the share exchange ratio according to article 2:328 paragraph 1 and 2 of the Dutch Civil code.

This share exchange ratio is subject to approval of the shareholders of both Kardan and GTC RE. Approval will be asked during to be convened Extraordinary General Meetings of Shareholders.

About Kardan

Kardan is an international investment company based in Amsterdam with a focus on three sectors: Real Estate, Financial Services and Infrastructure. The company is primarily active in emerging markets in Central and Eastern Europe and China, where it conducts most of its activities.

Kardan holds controlling interests in its main businesses and is actively involved in the definition and implementation of their strategy. Kardan has a consistent track record of creating long-term shareholder value through active management of investments in the group companies and by leveraging on its business experience, financial resources and local and international network.

Total assets per June 30, 2008 amounted to EUR 5.0 billion, with revenues of EUR 329 million in the first half of 2008 (first six months 2007: EUR 275 million). The number of employees engaged by the group is approximately 13,500 as of 31 December 2007. Kardan is listed on NYSE Euronext Amsterdam and the Tel-Aviv Stock Exchange.

For further information please contact: Jan Slootweg Management Board member Kardan NV Office +31 (0)20 305 0010