Terms set for Nordea's rights offering


NOT FOR DISTRIBUTION, DIRECTLY OR  INDIRECTLY, IN OR INTO THE  UNITED
STATES, AUSTRALIA, CANADA OR JAPAN.


*          Subscription price EUR 1.81, SEK 20.75 and DKK 13.49 per
  new ordinary share

*          Shareholders in Nordea will have the right to subscribe
  for 11 new ordinary shares per 20 existing ordinary shares

*          Record date 17 March 2009

*          Subscription period 20 March to 3 April 2009

*          The rights offering is subject to shareholder approval at
  the Extraordinary General Meeting (EGM) to be held on 12 March 2009

The Board of Directors  of Nordea Bank AB  (publ) has decided on  the
final terms for Nordea's rights offering. Shareholders on the  record
date of  17 March  2009 will  be  entitled to  subscribe for  11  new
ordinary  shares   per  20   existing  ordinary   shares  held.   The
subscription price is set at EUR  1.81, SEK 20.75, and DKK 13.49  per
new ordinary  share.  This  corresponds to  an  implied  discount  of
approximately 44% to the theoretical ex-rights price adjusted for the
proposed dividend, based on  the closing price on  10 March 2009  for
Nordea's share listed on NASDAQ OMX Stockholm.[1]

In total, up to 1,431 million new ordinary shares will be issued, and
the share  capital  will be  increased  accordingly with  up  to  EUR
1,431m, if fully  subscribed. The  total net proceeds  of the  rights
offering will amount to approximately EUR 2.5bn. The rights  offering
is subject to shareholder approval at the EGM to be held on 12  March
2009.

The subscription price shall be paid in:

*          SEK or EUR if subscription is made by exercising
  subscription rights registered with the Swedish securities system,
  or without exercising subscription rights for registration of new
  ordinary shares in the Swedish securities system;

*          EUR if subscription is made by exercising subscription
  rights registered with the Finnish securities system, or without
  exercising subscription rights for registration of new ordinary
  shares in the form of share depositary receipts the Finnish
  securities system; and

*          DKK or EUR if subscription is made by exercising
  subscription rights registered with the Danish securities system,
  or without exercising subscription rights for registration of new
  ordinary shares in the Danish securities system.

[1] The new ordinary shares do  not entitle to any dividend  resolved
at the Annual General Meeting (AGM) 2009 to be held on 2 April  2009.
The dividend proposal for the AGM is EUR 0.20 per share.
Terms set for Nordea's rights offering

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