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COMMERZBANK AG - Pre-stabilisation Hochtief € dual tranche 8-12 years

Pre-Stabilisation notice

28 August 2019

Not for distribution, directly or indirectly, in or into the United States or any jurisdiction in which such distribution would be unlawful.

HOCHTIEF Aktiengesellschaft

€500,000,000 fixed rate Notes due 2027

€250,000,000 fixed rate Notes due 2031

Launched pursuant to the Issuer’s Debt Issuance Programme,

Dated 09 April 2019 and Supplement No.1 dated 13 May 2019

Commerzbank AG (contact: Ian Turner; telephone: +44 2074751817) hereby announces, as Stabilisation Coordinator, that the Stabilising Managers named below may stabilise the offer of the following securities in accordance with Commission Delegated Regulation (EU) 2016/1052 under the Market Abuse Regulation (EU Regulation 596/2014).

The security to be stabilised:
Issuer: HOCHTIEF Aktiengesellschaft
Guarantor (if any): none
Aggregate nominal amount: €750,000,000 benchmark dual tranche
Description: € 500,000,000 8 year Fixed rate Notes
€ 250,000,000 12 year Fixed rate Notes
Offer price: tbc
Other offer terms: launched under the Issuer’s €3bn Debt Issuance Programme,  denoms 1k/1k, listing Luxembourg Stock Exchange, Regulated Market, payment date 3rd September 2019
Stabilisation Coordinator:
Stabilising Managers:
Commerzbank AG
BNP Paribas SA
Deutsche Bank AG, London Branch
HSBC Bank plc
Société Générale CIB
Stabilisation period expected to start on: 28 August 2019
Stabilisation period expected to end on:   no later than 30 days after the proposed issue date of the securities
Existence, maximum size and conditions of use of over-allotment facility. The Stabilising Managers may over-allot the securities to the extent permitted in accordance with applicable law.
Stabilisation trading venue: Luxembourg Stock Exchange, Regulated Market

In connection with the offer of the above securities, the Stabilising Manager(s) may over-allot the securities or effect transactions with a view to supporting the market price of the securities during the stabilisation period at a level higher than that which might otherwise prevail. However, stabilisation may not necessarily occur and and any stabilisation action, if begun, may cease at any time Any stabilisation action or over-allotment shall be conducted in accordance with all applicable laws and rules.

This announcement is for information purposes only and does not constitute an invitation or offer to underwrite, subscribe for or otherwise acquire or dispose of any securities of the Issuer in any jurisdiction.

This announcement is not for distribution, directly or indirectly, in or into the United States or any other jurisdiction in which such distribution would be unlawful.