Update on exchange and cash tender offer for USD 250 million

Press release -

ABN AMRO Bank N.V. (ABN AMRO) announced on 27 May 2011 an exchange and cash tender offer for outstanding USD 250 million 7¾% Subordinated Deposit Notes, Series B, due 2023 of RBS N.V., New York Branch (formerly known as “ABN AMRO Bank N.V., New York Branch”) (RBS) (CUSIP/ISIN: 00077TAA2 /US00077TAA25) ( the Notes) for exchange into new 7.75% Fixed Rate Subordinated Notes due 2023 to be issued under ABN AMRO’s US$25 billion Program for the Issuance of Senior/Subordinated Medium Term Notes, or for cash.


ABN AMRO’s press release at such date indicated that, the transaction was conditional, inter alia, on completion of certain arrangements between ABN AMRO and RBS, in relation to the transfer of the Notes to ABN AMRO. ABN

AMRO hereby announces that such arrangements between ABN AMRO and RBS have been concluded on terms satisfactory to ABN AMRO.

Further details, terms and conditions of this transaction, including noteholder eligibility conditions, can be found in the Exchange and Tender Offer Memorandum dated 27 May 2011, which can be obtained from the Exchange and Tender Agent, D.F. King & Co., Inc.

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