Sberbank — Capital/Financing Update 2012

Sep 17, 2012

Sberbank / Miscellaneous

17.09.2012 06:30

Dissemination of a UK Regulatory Announcement, transmitted by EquityStory.RS, LLC - a company of EquityStory AG. The issuer is solely responsible for the content of this announcement. ---------------------------------------------------------------------------

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN CANADA, JAPAN OR THE UNITED STATES

17 September 2012

The Central Bank of the Russian Federation and Sberbank of Russia Announce the Launch of an Offering of Sberbank Shares and GDSs

The Central Bank of the Russian Federation (the 'CBR') and Sberbank of Russia ('Sberbank') announce today that the CBR intends to sell up to 1,712,994,999 of Sberbank's ordinary shares ('Ordinary Shares'), which amounts to 7.58% of the total share capital of Sberbank, the largest commercial bank in Russia by total assets, deposits and loans, through an offering of Ordinary Shares (the 'Offer Shares') and Global Depositary Shares ('GDSs') (each GDS representing an interest in four Ordinary Shares) to institutional investors ('Global Offering') and a simultaneous offering of Ordinary Shares through the facilities of CJSC MICEX Stock Exchange ('MICEX Offering' and, together with the Global Offering, 'Offerings'). The MICEX Offering is expected to comprise up to 10% of the aggregate size of the Offerings, subject to increase up to 15% at the discretion of the CBR depending upon demand.

The Offer Shares will be priced in Roubles and U.S. dollars at the official CBR exchange rate effective on the date of price announcement. The GDSs will be priced in U.S. dollars. The Ordinary Shares offered through the MICEX Offering will be priced in Roubles and the price is expected to be the same as the price of Offer Shares in the Global Offering.

The price range for an Offer Share has been established at between RUB91 and the market price at the time of closing of the books.

The Offerings are intended to reduce the CBR's stake in Sberbank's total share capital to 50% plus one voting share in accordance with the approvals of the National Banking Council of the CBR and the Russian Government while increasing the free float of Sberbank's shares. No new capital will be raised as part of the Offerings.

The Ordinary Shares have been admitted to trading on the 'A1' quotation list of MICEX. Sberbank will apply for admission of the GDSs to the official list (the 'Official List') of the UK Listing Authority and to trading on the regulated market for listed securities of the London Stock Exchange ('LSE') through its International Order Book ('IOB') (regulated market segment). American Depositary Shares ('ADSs'), each representing an interest in four Ordinary Shares, are admitted to trading on the LSE, through its International Order Book (unregulated market segment) and to the Entry Standard trading platform of the Frankfurt Stock Exchange. Sberbank will also apply for the admission of the ADSs to the Official List and to trading on the LSE's regulated market for listed securities through the regulated market segment of the IOB.

The CBR has appointed Credit Suisse, Goldman Sachs International, J.P. Morgan, Morgan Stanley and Troika Dialog as Joint Global Coordinators and Joint Bookrunners in connection with the Global Offering.

LLC Sberbank Investments ('Sberbank Investments'), a wholly owned subsidiary of Sberbank, may acquire an equivalent of up to RUB20 billion of Ordinary Shares in the Offerings at the offer price and on the same terms as other investors.

Sberbank, its affiliates and subsidiaries, members of Sberbank's Supervisory Board and Executive Board who own Ordinary Shares, as well as the CBR or any person acting on its behalf (in relation to any Shares held or acquired by the CBR exceeding the 50% plus one Ordinary Share in Sberbank's share capital) have undertaken, subject to certain exceptions, not to issue, offer, sell or otherwise dispose of any Ordinary Shares or securities convertible into or exchangeable for the Ordinary Shares for a period of 180 days after the closing of the GDSs portion of the Global Offering without the prior written consent of the Joint Bookrunners.

Herman Gref, President and Chairman of the Executive Board of Sberbank, commenting on today's announcement, said:

'The Offerings represent an opportunity for us to further diversify Sberbank's investor base and secure an international stock exchange listing. We view this as a critical step in our broader plan to reinforce Sberbank's position as the leading Russian financial institution, and transform it into one of the world's top performing banks in terms of profitability, operational efficiency and service quality. With a strong balance sheet and significant scale, Sberbank is well positioned to maintain its solid market share in Russia and to capture additional growth opportunities in Russia and beyond.'

Sberbank Overview

As the largest commercial bank in Russia by total assets, deposits and loans, Sberbank plays a significant role in Russia's financial system and economy. As of June 30, 2012, Sberbank's total assets under IFRS equalled RUB12.4 trillion. According to Sberbank's calculations based on RAS and the data released by the CBR, Sberbank's total assets accounted for 28.2% of all Russian banking sector assets as of July 1, 2012. Sberbank is the largest taker of deposits in Russia. According to Sberbank's calculations based on CBR data, as of July 1, 2012, Sberbank had a market share of 46.1% in retail deposits. Further, according to Sberbank's calculations based on CBR data, as of July 1, 2012, Sberbank had a market share of 33.2% in loans to corporate borrowers and 33.6% in loans to retail borrowers. More than 70 million individual customers in Russia hold accounts with Sberbank.

Enquiries

For further information, please contact:

Sberbank:

Aleksandr Baziyan +7 495 957 57 21 AVBaziyan@sberbank.ru

FTI Consulting:

Moscow: Maria Shiryaevskaya/ Oleg Leonov

T: + 7 495 795 0623

maria.shiryaevskaya@fticonsulting.com / oleg.leonov@fticonsulting.com

London: Paul Marriott/ Neil Doyle

T: +44 20 7269 7252/ +44 20 7269 7237

paul.marriott@fticonsulting.com / neil.doyle@fticonsulting.com

Some of the information in these materials may contain projections or other forward-looking statements regarding future events or the future financial performance of Sberbank. You can identify forward looking statements by terms such as 'expect', 'believe', 'anticipate', 'estimate', 'intend', 'will', 'could,' 'may' or 'might', the negative of such terms or other similar expressions. Such statements are only predictions and actual events or results may differ materially. Sberbank does not intend to update these

statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in projections or forward-looking statements of Sberbank, including, among others, general economic conditions, the competitive environment, risks associated with operating in the Russian Federation, rapid technological and market change in the industry in which Sberbank operates, as well as many other risks specifically related to Sberbank and its operations.

The information contained in this announcement does not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of any securities of Sberbank in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration, exemption from registration or qualification under the securities laws of any jurisdiction.

This announcement is only addressed to and is only directed at persons in member states of the European Economic Area (the 'EEA') who are 'qualified investors' within the meaning of Article 2(1)(e) of Directive 2003/71/EC (such Directive and amendments thereto, together with any applicable implementing measures in the relevant home Member State under such Directive, the 'Prospectus Directive') ('Qualified Investors'). In the United Kingdom, this announcement is being distributed to, and is only directed at, Qualified Investors who (i) have professional experience in matters relating to investments falling within the definition of 'investment professionals' in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the 'FPO') or (ii) who fall within Article 49(2)(a) to (d) of the FPO (all such persons being together referred to as 'Relevant Persons'). This announcement and information contained herein must not be acted on or relied upon (a) in the United Kingdom, by persons who are not Relevant Persons, and (b) in any member state of the EEA other than the United Kingdom, by persons who are not Qualified Investors. Any investment or investment activity to which this announcement relates is available only to (i) in the United Kingdom, Relevant Persons and (ii) in any member state of the EEA other than the United Kingdom, Qualified Investors, and will be engaged in only with such persons.

This announcement is an advertisement for the purposes of applicable measures implementing the Prospectus Directive. This announcement is not a prospectus and investors should not subscribe for or purchase any Ordinary Shares (including the Offer Shares), the GDSs or the ADSs referred to in this announcement except on the basis of information in the prospectus to be published by Sberbank in accordance with the Prospectus Directive.

The information contained in this announcement does not constitute or form part of any offer for sale or subscription of or solicitation of any offer to buy or subscribe for any securities in the United States, nor shall it or any part of it form the basis of or be relied on in connection with any contract or commitment whatsoever. Under the U.S. Securities Act of 1933, as amended, securities may not be offered or sold in the United States absent registration or an exemption from registration. Sberbank does not intend to register any portion of the Offerings in the United States or to conduct a public offering of the Ordinary Shares (including the Offer Shares), the GDSs or the ADSs in the United States.

This announcement and the information contained herein is not an advertisement, an offer, or an invitation to make offers, sell, purchase, exchange or otherwise transfer any securities in the Russian Federation or to or for the benefit of any Russian person or entity. Neither the GDSs, ADSs nor any prospectus or other document relating to them has been registered with the Russian Federal Service for Financial Markets. The GDSs and ADSs are not intended for and will not be admitted to 'placement' or 'circulation' in Russia (as defined under Russian law) and any information on the GDSs and ADSs in this announcement is not intended for Russian persons or persons in the Russian Federation unless and to the extent permitted by Russian law.

Only for distribution to Australian 'exempt investors' as defined in Chapter 6D.2 of the Australian Corporations Act 2001 (Cth) ('Corporations Act') or 'wholesale clients' as defined in Chapter 7 of the Corporations

Credit Suisse Securities (Europe) Limited, Goldman Sachs International, J.P. Morgan Securities plc, and Morgan Stanley & Co. International plc, each of which is authorised and regulated in the United Kingdom by the FSA, as well as CJSC 'Sberbank CIB' (formerly, CJSC 'Investment Company 'Troika Dialog') and SIB (Cyprus) Limited, are acting exclusively for Sberbank and no-one else in connection with the Global Offering. They will not regard any other person as their respective clients in relation to the Global Offering and will not be responsible to anyone other than Sberbank for providing the protections afforded to their respective clients, nor for providing advice in relation to the Global Offering, the contents of this announcement or any transaction, arrangement or other matter referred to herein.

None of Credit Suisse Securities (Europe) Limited, Goldman Sachs International, J.P. Morgan Securities plc, Morgan Stanley & Co. International plc, CJSC 'Sberbank CIB' and SIB (Cyprus) Limited or any of their respective directors, officers, employees, advisers or agents accepts any responsibility or liability whatsoever for, or makes any representation or warranty, express or implied, as to the truth, accuracy or completeness of, the information in this announcement (or whether any information has been omitted from the announcement) or any other information relating to Sberbank, its subsidiaries or affiliates, whether written, oral or in a visual or electronic form, and howsoever transmitted or made available or for any loss howsoever arising from any use of the announcement or its contents or otherwise arising in connection therewith.

17.09.2012 EquityStory.RS, LLC's Distribution Services include Regulatory Announcements, Financial/Corporate News and Press Releases. Media archive at www.dgap-medientreff.de and www.dgap.de

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Language: English Company: Sberbank 19 Vavilova St. 117997 Moscow Russia Phone: +7-495-957-57-21 Fax: E-mail: media@sberbank.ru Internet: www.sberbank.ru ISIN: US80585Y3080, RU0009029540, RU0009029557 Listed: MICEX, RTS Category Code: MSC LSE Ticker: SBER Sequence Number: 1200 Time of Receipt: Sep 17, 2012 06:23:37 End of Announcement EquityStory.RS, LLC News-Service

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