Deeds of Undertaking in relation to outstanding hybrid capital

SEK3,000,000,000 Subordinated Fixed Rate Reset 7 year Non-Call Capital Securities due 2077, SEK3,000,000,000 Subordinated Floating Rate 7 year Non-Call Capital Securities due 2077 and €1,000,000,000 Subordinated Fixed Rate Reset 12 year Non-Call Capital Securities due 2077 (ISINs XS1205625251, XS1205618470, and XS1205627547) (the “Capital Securities”) issued by Vattenfall AB (publ) (“Vattenfall”)

On 27 October 2015, Standard & Poor’s Credit Market Services Europe Limited (“S&P”) revised the equity content it originally assigned to the outstanding Capital Securities of the Issuer from “intermediate” (50%) to “minimal” (0%). According to S&P the conditions under which Vattenfall may redeem its Capital Securities in connection with certain rating agency actions are not consistent with S&P’s equity content criteria.

As stated in its press release published on 27 October, Vattenfall considers hybrid capital to be an important element of its capital structure and values the financial and strategic flexibility that hybrid capital provides to Vattenfall.

After a thorough review of the options available and taking into account the interests of all stakeholders, Vattenfall has decided to waive certain call rights in relation to its Capital Securities.

Accordingly, Vattenfall has unconditionally and irrevocably undertaken that it will not exercise its right under Condition 6(c) (Redemption – Redemption upon a Tax Deductibility Event or a Rating Event) of the terms and conditions of each respective series of Capital Securities to redeem all, but not some only, of the Capital Securities of the relevant series following a Rating Downgrade Rating Event (as further detailed in the relevant deed of undertaking).

Vattenfall expects S&P to restore “intermediate” equity content to its outstanding Capital Securities as a result of such undertaking.

A copy of the executed deed of undertaking for each series of Capital Securities is attached and will be available at www.vattenfall.com.

Vattenfall discloses this information pursuant to the Swedish Securities Market Act.

For further information, please contact:
Johan Gyllenhoff, Group Treasurer, telephone: +46 (0) 73 4077726

From Vattenfall’s Press Office, telephone: +46 8 739 5010.

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