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Swiss Life holds 74.7% share in AWD

28.02.2008

Swiss Life’s offer to the shareholders of AWD Holding AG was well received. Following the expiry of the first acceptance period on 22 February 2008, Swiss Life holds a total of 74.7% of the shares in AWD. The legally required additional acceptance period begins on 29 February and will run until 13 March 2008. Swiss Life expects that all the approvals required for the transaction will be received by mid March.

By 22 February 2008, 22.9 million AWD shares were tendered to Swiss Life, which corresponds to 59.2% of the shares issued. In addition, Swiss Life holds either directly or indirectly another 6.0 million AWD shares, which represents a 15.5% stake. Consequently, Swiss Life already has 74.7% of AWD’s shares. The family of Carsten Maschmeyer, the founder and CEO at AWD Holding AG, accepted the offer for 20% of the shares, and will still have a 10.5% share in the company once the offer is settled. AWD shareholders who have not accepted the offer to date can still do so during the additional acceptance period running from 29 February to 13 March, 24.00 hours (Central European time).

The offer published on 14 January represents EUR 30 per share, which corresponds to a premium of around 35% above the volume-weighted average price for the last three months before the takeover bid was announced on 3 December 2007. The offer does not envisage a minimum acceptance threshold. Swiss Life’s bid has the full backing of the AWD’s Supervisory Board and Board of Management.

Further information on the public offer
The detailed offer document is published on the internet at www.swisslife.com. A non-binding English translation can also be found there.

Copies of the Offer Document and its English translation will be available free of charge for AWD Shareholders at Finanzdruckerei Imprima de Bussy GmbH, Grüneburgweg 58-62, 60322 Frankfurt am Main, Germany. AWD Shareholders can request copies of the Offer Document and its English translation under the following telephone and fax numbers: phone: +49 (0)800 100 8759 (toll-free in Germany) and fax: +49 (0)69 9150 9814; phone: +1 800 383 5112 (toll-free in the U.S.A.) and fax: +1 212 366 3818.


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Swiss Life
The Swiss Life Group is one of Europe’s leading providers of pension and life insurance products. The Swiss Life Group offers individuals and companies comprehensive advice across a broad range of products via agents, brokers and banks in its domestic market, Switzerland, where it is market leader, and selected European markets. Multinational companies are serviced with tailor-made solutions by a network of partners in over 60 countries and regions.

Swiss Life Holding, registered in Zurich, dates back to the Schweizerische Rentenanstalt founded in 1857. Shares of Swiss Life Holding are listed on the SWX Swiss Exchange (SLHN). The Swiss Life Group employs a staff of around 9000.

AWD
AWD, founded in 1988 and based in Hanover, is the leading independent financial services provider in Europe. AWD's client base comprises 1.9 million private individuals in the middle and upper-income segments. The M-DAX-listed company has 6300 financial advisors looking after customers in ten European countries.
Cautionary statement regarding forward-looking information
This publication contains specific forward-looking statements, e.g. statements including terms like “believe”, “assume”, “expect” or similar expressions. Such forward-looking statements are subject to known and unknown risks, uncertainties and other factors which may result in a substantial divergence between the actual results, financial situation, development or performance of the company and those explicitly or implicitly presumed in these statements. Against the background of these uncertainties, readers should not place undue reliance on forward-looking statements. The company assumes no responsibility to update forward-looking statements or to adapt them to future events or developments.
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