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PRVA Group

Major Shareholding Notification Mar 3, 2017

1999_rns_2017-03-03_35faf6b1-abe6-4967-932b-5c84075ae69e.pdf

Major Shareholding Notification

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ESMA/2015/1597

Standard form for notification of major holdings

NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the competent authority)

1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached":

SKUPINA PRVA, zavarovalniški holding, d.d. (English translation of company name: PRVA GROUP, insurance holding company, plc.), Ameriška ulica 8, 100 Ljubljana, registration no. 1582330000, VAT ID number: Sl 28012593

London EC2A 2JN

United Kingdom

  1. Reason for the notification (please tick the appropriate box or boxes):

[x] An acquisition or disposal of voting rights

[ ] An acquisition or disposal of financial instruments

[ ] An event changing the breakdown of voting rights

[ ] Other (please specify) ":

  1. Details of person subject to the notification obligation" :

Name:

1

City and country of registered office (if applicable):

European Bank for Reconstruction and | One Exchange Square Development

  1. Full name of shareholder(s) (if different from 3.)":

  2. Date on which the threshold was crossed or reached":

24 February 2017 Please see point 10. below for further information and disclaimer.

6. Total positions of person(s) subject to the notification obligation:

% of voting rights
attached to shares
(total of 7.A)
% of voting rights
through financial in-
struments
(total of 7.B.1 + 7.B.2)
Total of both in %
(7.A + 7.B)
Total number of
voting rights of
issuer"
-- ------------------------------------------------------------ -------------------------------------------------------------------------------------- ----------------------------------- ------------------------------------------------
Resulting situation
on the date on which
threshold was
crossed or reached
20,00 %
(rounded to two
decimal places)
20,00 %
(rounded to two
decimal places)
291,484'
Position of previous
notification (if appli-
cable)

7. Notified details of the resulting situation on the date on which the threshold was crossed or reached®:

A: Voting rights attached to shares

esma

Class/type of
shares
ISIN code (if possi-
ble)
Number of voting rights™ % of voting rights
Direct
(Art 9 of Directive
2004/109/EC)
Indirect
(Art 10 of Directive
2004/109/EC)
Direct
(Art 9 of Directive
2004/109/EC)
Indirect
(Art 10 of Directive
2004/109/EC)
PPDM
(SI0021116437)
58,297 20,00 %
(rounded to two deci-
mal places)
SUBTOTAL A 58,297 20,00 % (rounded to
two decimal places)
B 1: Financial Instruments according to Art. 13(1)(a) of Directive 2004/109/EC
Type of financial
instrument
Expiration
date*
Exercise/
Conversion Period
Number of voting rights
that may be acquired if
the instrument is exer-
cised/ converted.
% of voting rights
SUBTOTAL B.1

Note: according to the Statutes of SKUPINA PRVA, zavarovalniški holding, d.d., no. SV 1015/13 dated 4 July 2013, d.d, there should be a total of 291,506 voting rights issued in SKUPINA PRVA, zavarovalniški holding, d.d. However, according to the publicly available information from the Central Securities Clearing Corporation only 291,484 voling rights are actually issued. According to the publicly available minutes of the General Meeting of SKUPINA PRVA, zavarovalniški holding d.d., no. SV 74716 of 17 June 2016, as at that date 18 voling rights (out of actually issued 291,484 voling rights) were owned by SKUPINA PRVA, zavarovalniški holding d.d. The European Bank for Reconstruction and Development is not aware of voling rights owned by SKUPINA PRVA, zavarovalniški holding d.d. as at the date of this notification.

2004/109/EC B 2: Financial Instruments with similar economic effect according to Art. 13(1)(b) of Directive
Type of financial
instrument
Expiration
date*
Exercise/
Conversion
Period *i
Physical or cash
settlement™
Number of
voting rights
% of voting rights
O O DI DOSTO TO
8. Information in relation to the person subject to the nothication (pease ick the applica-
ble box):
(underlying) issuer." [x] Person subject to the notification obligation is not controlled by any natural person or legal
entity and does not control any other undertaking(s) holding directly or indirectly an interest in the
[ ] Full chain of controlled undertakings through which the voting rights and/or the
financial instruments are effectively held starting with the ultimate controlling natural person or
legal entity™:
Name™ % of voting rights if it
equals or is higher
than the notifiable
threshold
% of voting rights
through financial in-
struments if it equals
or is higher than the
notifiable threshold
Total of both if it
equals or is higher
than the notifiable
threshold
  1. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date] 1

10. Additional information™:

esma

On 24 February 2017 DEJ d.o.o. served on the European Bank for Reconstruction and Development (EBRD) a Call Notice in connection with the Amended and Restated Put and Call Option and Shareholders Agreement concluded between EBRD and DEJ d.o.o., originally dated 29 March 2007 and amended and restated on 7 April 2014 (the Agreement is governed by the laws of England and contains, among others, a call (purchase) option of DEJ d.o.o. in respect of 58,297 regular shares with attached voting right of the issuer SKUPINA PRVA, zavarovalniški holding, d.d.

By way of the Call Notice dated 24 February 2017, DEJ d.o.o. (i) repealed its prior Call Notice dated 17 February 2017 and (ii) required EBRD to sell to DEJ d.o.o. on 31 March 2017 all 58,297 regular shares with attached voting right of the issuer SKUPINA PRVA, zavarovalniški holding, d.d.

This notification is being provided solely for the purpose of fulfilling a potential notification obligation of EBRD concerning a potential disposal of a qualifying shareholding under the Slovenian Financial Instruments Market Act.

Should EBRD and DEJ d.o.o. not be provided with audited Financial Statements (as such term is defined in the Agreement) before 31 March 2017 the Call Notice dated 24 February shall be deemed to be repealed on 31 March 2017. In such case EBRD will provide a corresponding notification under Para 5 of Article 5 of the Decision on information regarding significant holdings (Official Gazette of the Republic of Slovenia, nos. 72/2016 and 80/2016).

Done at London on 27 February 2017.

European Bank for Reconstruction and Development

Mike Taylor, Director, SEMED & Caucasus, Financial Institutions

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