Erste Bank JPMorgan Merrill Lynch International

year, the Target Companies derived 87% of their combined total gross written premiums of
EUR 1,291.0 million from life insurance and 13% from non-life insurance.
Significant revenue and cost synergy potential
Management expects significant revenue and cost synergy potential through the combination of
the Vienna Insurance Group’s and the Target Companies’ operations. For instance, revenue synergies
are expected from an extended product and service offering, new product development using joint
know how, while retaining local, fully established brands through the continuation of a multi-brand
strategy and an increased number of products per customer. Cost synergies are expected from
savings in information technology, distribution management and reinsurance, actuarial and central
functions. While the Vienna Insurance Group has approximately 17 million customers (including
approximately seven million car insurance customers), the Erste Bank Group has approximately
16 million customers in Austria and the CEE region.
Low execution risk
Given the long-standing cooperation between the Erste Bank Group and the Vienna Insurance
Group in the distribution of insurance and banking products and the similar approach to business and
corporate culture, Management believes that the execution risk of the acquisition is lower than in other
transactions of this magnitude. In addition, the Vienna Insurance Group’s strong integration track
record has resulted in significant experience with the integration of back office and IT systems of
acquired companies, the implementation of a multi-brand policy and multi-channel distribution knowhow.
Over the years, the Vienna Insurance Group has developed significant experience in a policy of
free flow of information among Group companies to ensure a best practice execution among the entire
Group.
Financing the Acquisition
The acquisition of the Target Companies will be financed with a portion of the proceeds of this
Offering and by the issuance of notes under a EUR 500.0 million hybrid debt program. Notes issued
under the hybrid debt program will rate junior to all indebtedness or obligations, unless for subordinated
and other subordinated debt obligations which rank or are expressed to rank pari passu with the
Bonds, and senior to any shares of Wiener Städtische AG. The Bonds are expected to be treated as
equity capital in the consolidated IFRS financial statements of the Vienna Insurance Group. Notes
issued under the program will be admitted to listing on the second regulated market of the Vienna
Stock Exchange.
Selected indicative financial information on the Target Companies
The table below sets forth key income statement and balance sheet figures and key ratios for the
individual Target Companies. For indicative purposes, the following table also shows the Target
Companies on a combined basis, although investors should note that the combined presentation does
not reflect consolidated figures for the Target Companies. These data are based on the unaudited
IFRS reporting packages of the individual Target Companies used for the audited consolidated
financial statements of Erste Bank AG. This selective financial information in this Prospectus is not
pro forma financial information within the meaning of Commission Regulation (EC)809/2004 of April 29,
2004.
The Indicative Financial Information was prepared purely for indicative purposes. The
Indicative Financial Information is presented on a combined basis which may include an
element of double counting and which does not reflect the effects of the purchase price to be
paid for the Target Companies and in respect of the long-term General Distribution Agreement.
For this reason, the information presented is not an indicator of what the actual financial
condition and results of operation of the Vienna Insurance Group would have been if the
structure assumed in the Indicative Financial Information had already existed on December 31,
2007. In addition, this information is not intended to be used to forecast the future financial
condition or results of operations.
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