Erste Bank JPMorgan Merrill Lynch International

General
THE OFFERING
The Offering consists of a Rights Offering of up to 23,000,000 New Shares, in which holders of
Subscription Rights are invited to subscribe for New Shares in the ratio of 3 New Shares for 14
Subscription Rights at the Subscription and Offer Price. Existing Shareholders of Wiener Städtische
AG who hold Shares as of 24:00 CET on April 21, 2008 (“Existing Shares”) will receive one
Subscription Right for each Existing Share held. New Shares for which Subscription Rights are not
exercised in the Rights Offering (including New Shares for which Subscription Rights are not allocated
due to the Subscription Ratio (Spitzenausgleich)) (the “Rump Shares”) will be offered in the Global
Offering at the Subscription and Offer Price. The Global Offering consists of (i) a public offering to
retail and institutional investors in the Republic of Austria and the Czech Republic, (ii) a private
placement in the United States to QIBs in reliance on Rule 144A under the Securities Act and
(iii) private placements to selected institutional investors outside the Republic of Austria and the Czech
Republic and outside of the United States in reliance on Regulation S under the Securities Act.
WST-Versicherungsverein has committed to exercise Subscription Rights amounting to at least
16,000,000 New Shares. At the election of the Joint Global Coordinators, WST-Versicherungsverein
will sell to the Joint Global Coordinators up to 1,000,000 additional Shares (the “Greenshoe Shares”)
for the sole purpose of covering over-allotments.
As part of the Global Offering, Eligible Employees (as defined below) will be offered the right to
subscribe for an aggregate of up to 1,000,000 of the Rump Shares (the “Employee Shares”) in an
amount of up to 250 Employee Shares per Eligible Employee at a discount of 20% from the
Subscription and Offer Price (the “Employee Offer Price”). “Eligible Employees” are all employees and
managing directors employed (without interruption) since December 31, 2006 and members of the
managing board of the Issuer or those companies that were fully consolidated subsidiaries of the
Issuer in a EU member state as of December 31, 2007 who, as of April 30, 2008, have been in
ongoing employment or who are currently in the state of termination of employment because of
retirement.
The Subscription Price will equal the Offer Price. The Subscription and Offer Price will be
determined by the Issuer in consultation with the Joint Global Coordinators upon the conclusion of the
bookbuilding of the Global Offering and will be set forth in a pricing agreement to be entered into
among the Issuer, WST-Versicherungsverein and the Joint Global Coordinators (the “Pricing Agreement”)
expected to be dated May 7, 2008. The Subscription and Offer Price is expected to be
announced via the electronic media on or about May 7, 2008, and published by notice in the Amtsblatt
zur Wiener Zeitung (the Austrian Official Gazette) as soon as possible thereafter.
The Subscription Period for holders of Subscription Rights runs from April 22, 2008, to May 7,
2008. The Rights Offering may be terminated at any time and the Subscription Period may be
extended at any time. The Offer Period during which investors may purchase New Shares in the
Global Offering will run from April 22, 2008 to May 7, 2008. The Offer Period may be terminated early
or extended at any time. The period during which Eligible Employees may purchase Employee Shares
will run from April 22, 2008 to April 30, 2008 and may be terminated or extended at any time.
Erste Bank der oesterreichischen Sparkassen AG, in its own name and for the account of the
Joint Global Coordinators, will subscribe for the New Shares (of which at least 16,000,000 New
Shares will be for the account of WST-Versicherungsverein) at a price of EUR 1.04 per Share (the
“Issue Price”) with the obligation to offer holders of Subscription Rights the right to subscribe for New
Shares. According to Section 153 paragraph 6 of the Austrian Stock Corporation Act, this represents
no exclusion of Subscription Rights. The New Shares will be offered to holders of Subscription Rights
in the subscription ratio of 14 : 3, so that each 14 Subscription Rights will entitle the holder to
subscribe for 3 New Shares. The Joint Global Coordinators will pay to the Issuer the difference
between the Issue Price and the Subscription and Offer Price for each of the New Shares subscribed
by them, less agreed fees. Subscription Rights that are not exercised during the Subscription Period
will expire without value.
Subscription and purchase orders will be accepted by the Joint Global Coordinators and all
Austrian financial institutions and Česká sporˇitelna, a.s. and brokerjet České sporˇitelny, a.s. and other
financial institutions in the Czech Republic. Eligible Employees in Austria, the Czech Republic,
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