NN Group announces stock fraction for 2017 final dividend and repurchase of shares to neutralise stock dividend

As NN Group announced on 15 February 2018, its shareholders were given the option to receive the final dividend for 2017 of EUR 1.04 per ordinary share either in cash or in ordinary shares.

Shareholders who have elected to receive the final dividend in shares will receive one NN Group N.V. ordinary share for every 35.03 ordinary shares held. The stock fraction is based on the volume-weighted average price of EUR 36.4266 for NN Group shares on Euronext Amsterdam for the five trading days from 12 June 2018 up to and including 18 June 2018. Any remaining stock fractions will be paid in cash. The stock and cash dividend are approximately equal in value. For shareholders that have not made a choice during the election period, the dividend will be paid in cash.

Shareholders representing approximately 41.1% of the outstanding number of shares have elected to receive the final dividend in ordinary shares. Consequently, 3,918,712 new ordinary shares will be issued as stock dividend.

NN Group will neutralise the dilutive effect of the stock dividend through the repurchase of ordinary shares for a total amount of EUR 142 million, equivalent to the value of the stock dividend. These share buybacks will be executed by financial intermediaries under an open market share buyback programme which is expected to end by 31 December 2018. The shares will be repurchased at a price that does not exceed the last independent trade or the highest current independent bid on Euronext Amsterdam. The share buyback programme will be executed within the limitations of the existing authority granted by the General Meeting on 31 May 2018, and will be performed in compliance with the safe harbour provisions for share buybacks. NN Group intends to cancel all of the repurchased shares acquired under the programme. NN Group will report on the progress of the share buyback programme on its corporate website on a weekly basis (https://www.nn-group.com/Investors/Sharebuybackprogramme.htm).

Payment of the dividend in cash, after deduction of statutory withholding tax if applicable, and the transfer of the new ordinary shares, and settlement of fractions in cash will take place on 25 June 2018. For further information: https://www.nn-group.com/Investors/Share-information-1/Dividend-policy-and-dividend-history.htm

NN Group profile
NN Group is an international financial services company, active in 18 countries, with a strong presence in a number of European countries and Japan. With all our employees, the Group offers retirement services, pensions, insurance, investments and banking to approximately 17 million customers. NN Group's main brands are Nationale-Nederlanden, NN, Delta Lloyd, NN Investment Partners, ABN AMRO Insurance, Movir, AZL, BeFrank and OHRA. NN Group is listed on Euronext Amsterdam (NN).

Important legal information
All figures in this document are unaudited. Small differences are possible in the tables due to rounding. Certain of the statements contained herein are not historical facts, including, without limitation, certain statements made of future expectations and other forward-looking statements that are based on management's current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Actual results, performance or events may differ materially from those in such statements due to, without limitation: (1) changes in general economic conditions, in particular economic conditions in NN Group's core markets, (2) changes in performance of financial markets, including developing markets, (3) consequences of a potential (partial) break-up of the euro or European Union countries leaving the European Union , (4) changes in the availability of, and costs associated with, sources of liquidity as well as conditions in the credit markets generally, (5) the frequency and severity of insured loss events, (6) changes affecting mortality and morbidity levels and trends, (7) changes affecting persistency levels, (8) changes affecting interest rate levels, (9) changes affecting currency exchange rates, (10) changes in investor, customer and policyholder behaviour, (11) changes in general competitive factors, (12) changes in laws and regulations and the interpretation and application thereof, (13) changes in the policies and actions of governments and/or regulatory authorities, (14) conclusions with regard to accounting assumptions and methodologies, (15) changes in ownership that could affect the future availability to us of net operating loss, net capital and built-in loss carry forwards, (16) changes in credit and financial strength ratings, (17) NN Group's ability to achieve projected operational synergies, (18) catastrophes and terrorist-related events, (19) adverse developments in legal and other proceedings and (20) the other risks and uncertainties contained in recent public disclosures made by NN Group.

Any forward-looking statements made by or on behalf of NN Group speak only as of the date they are made, and, NN Group assumes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or for any other reason.

This document does not constitute an offer to sell, or a solicitation of an offer to buy, any securities.