Final terms of the proposed stock dividend for the financial year 2012

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Final terms of the proposed stock dividend for the financial year 2012

Credit Suisse Group AG today announced the final terms of the proposed stock dividend for the financial year 2012. The Board of Directors set the ratio at which new Credit Suisse Group AG shares will be issued to 1 new share for 41 existing shares.

Zurich
26.04.2013

Media Relations Credit Suisse AG

T: +41 844 33 88 44
E: media.relations@credit-suisse.com

Investor Relations Credit Suisse AG

T: +41 44 333 71 49
E: investor.relations@credit-suisse.com

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As previously announced, the Board of Directors proposes for the financial year 2012 a combined distribution against reserves from capital contributions in cash of CHF 0.10 per registered share (cash dividend) and in the form of new shares (stock dividend).

With respect to the stock dividend, the Board of Directors decided that 41 existing Credit Suisse Group AG shares are required to receive 1 new Credit Suisse Group AG share free of charge in the context of the proposed stock dividend to be approved by the Annual General Meeting taking place today. The ratio was set so that the theoretical value of each right to be allocated to the shareholders is approximately CHF 0.65 based on the current share price level.

If today’s Annual General Meeting approves the proposed distribution of the stock dividend and the proposed increase of the authorized capital, each shareholder will be allocated one non-tradable right for every Credit Suisse Group AG share held after market close on April 29, 2013. The rights will automatically be exchanged for new Credit Suisse Group AG shares at the ratio of 1:41 free of charge. No fractions of new Credit Suisse Group AG shares – i.e. a number of rights that is not an integral multiple of the divisor of the ratio – will be issued. Fractions will be purchased by Credit Suisse AG on the basis of the volume weighted average price (VWAP) of the Credit Suisse Group AG shares in the period from May 3 to May 7, 2013. Based on 1,539,643,781 Credit Suisse Group AG shares eligible for the distribution, the ratio of 1:41 (new : old shares) translates into 37,552,287 shares to be newly issued or 2.4% of currently issued shares.

The new Credit Suisse Group AG shares are expected to be delivered on May 13, 2013. Likewise, the listing and first trading day of the new Credit Suisse Group AG shares on SIX Swiss Exchange as well as the payment of the fractions are also expected to occur on May 13, 2013.

Further information about the stock dividend can be found in the ‘Shareholder Information – Summary Document’, which can be accessed at: www.credit-suisse.com/agm

This press release does not constitute an offer to sell or an invitation to subscribe for, or the solicitation of an offer to buy or subscribe for, shares of Credit Suisse Group AG, nor shall it (or any part of it) or the fact of its distribution, form the basis of, or be relied on in connection with any contract therefor. Further, it does not constitute a prospectus within the meaning of applicable Swiss law or under Directive 2003/71/EC (as subsequently amended), nor a listing prospectus within the meaning of the Listing Rules of SIX Swiss Exchange.
This press release constitutes the information document required pursuant to Article 212-4 4° and 212-5 5° of the French Financial Market Authority (AMF) General Regulation and Article 13 and Annex III of the AMF Instruction number 2005-11 dated December 13, 2005, as amended.

Credit Suisse AG
Credit Suisse AG is one of the world's leading financial services providers and is part of the Credit Suisse group of companies (referred to here as 'Credit Suisse'). As an integrated bank, Credit Suisse offers clients its combined expertise in the areas of private banking, investment banking and asset management. Credit Suisse provides advisory services, comprehensive solutions and innovative products to companies, institutional clients and high-net-worth private clients globally, as well as to retail clients in Switzerland. Credit Suisse is headquartered in Zurich and operates in over 50 countries worldwide. The group employs approximately 46,900 people. The registered shares (CSGN) of Credit Suisse's parent company, Credit Suisse Group AG, are listed in Switzerland and, in the form of American Depositary Shares (CS), in New York. Further information about Credit Suisse can be found at www.credit-suisse.com.

Cautionary statement regarding forward-looking information
This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. In addition, in the future we, and others on our behalf, may make statements that constitute forward-looking statements. Such forward-looking statements may include, without limitation, statements relating to the following:
– our plans, objectives or goals;
– our future economic performance or prospects;
– the potential effect on our future performance of certain contingencies; and
– assumptions underlying any such statements.
Words such as “believes,” “anticipates,” “expects,” “intends” and “plans” and similar expressions are intended to identify forward-looking statements but are not the exclusive means of identifying such statements. We do not intend to update these forward-looking statements except as may be required by applicable securities laws. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and risks exist that predictions, forecasts, projections and other outcomes described or implied in forward-looking statements will not be achieved. We caution you that a number of important factors could cause results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors include:
– the ability to maintain sufficient liquidity and access capital markets;
– market and interest rate fluctuations and interest rate levels;
– the strength of the global economy in general and the strength of the economies of the countries in which we conduct our operations, in particular the risk of continued slow economic recovery or downturn in the US or other developed countries in 2013 and beyond;
– the direct and indirect impacts of deterioration or slow recovery in residential and commercial real estate markets;
– adverse rating actions by credit rating agencies in respect of sovereign issuers, structured credit products or other credit-related exposures;
– the ability to achieve our strategic objectives, including improved performance, reduced risks, lower costs, and more efficient use of capital;
– the ability of counterparties to meet their obligations to us;
– the effects of, and changes in, fiscal, monetary, trade and tax policies, and currency fluctuations;
– political and social developments, including war, civil unrest or terrorist activity;
– the possibility of foreign exchange controls, expropriation, nationalization or confiscation of assets in countries in which we conduct our operations;
– operational factors such as systems failure, human error, or the failure to implement procedures properly;
– actions taken by regulators with respect to our business and practices in one or more of the countries in which we conduct our operations;
– the effects of changes in laws, regulations or accounting policies or practices;
– competition in geographic and business areas in which we conduct our operations;
– the ability to retain and recruit qualified personnel;
– the ability to maintain our reputation and promote our brand;
– the ability to increase market share and control expenses;
– technological changes;
– the timely development and acceptance of our new products and services and the perceived overall value of these products and services by users;
– acquisitions, including the ability to integrate acquired businesses successfully, and divestitures, including the ability to sell non-core assets;
– the adverse resolution of litigation and other contingencies;
– the ability to achieve our cost efficiency goals and cost targets; and
– our success at managing the risks involved in the foregoing.

We caution you that the foregoing list of important factors is not exclusive. When evaluating forward-looking statements, you should carefully consider the foregoing factors and other uncertainties and events, including the information set forth in “Risk factors” in I – Information on the Company in our Annual Report 2012.

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Final terms of the proposed stock dividend for the financial year 2012

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