EANS-Adhoc: Telekom Austria AG / Telekom Austria Group successfully completes capital increase (Ad hoc)

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ad-hoc disclosure transmitted by euro adhoc with the aim of a Europe-wide
distribution. The issuer is solely responsible for the content of this
announcement.
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Capital measures/Stock Activity
24.11.2014

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

Vienna, 24 November 2014: Today Telekom Austria Group announces the
end of its rights offering subscription period and completion of the
capital increase it announced on 7 November 2014. The number of
shares of Telekom Austria Group will increase by 221.5 million, from
443.0 million to 664.5 million. The net proceeds of the transaction
will amount to approx. EUR 997 million.

Based on preliminary results of the subscription period that ends
today at 24.00 CET, approx. 25.5 million new shares were subscribed
for at a price of EUR 4.57 per new share by free float investors.
Including the commitments of the core shareholders América Móvil
(including Carso Telecom) and ÖIAG the total take-up will be
approximately 99.7%. Given the high take-up during the subscription
period, there will be no rump placement. The approx. 0.3% remaining
shares not subscribed for in the subscription period or committed to
by the core shareholders will be taken-up by Deutsche Bank and sold
in the market.

América Móvil (including Carso Telecom) will subscribe for approx.
132.2 million new shares according to its approx. 264.5 million
subscription rights. ÖIAG will subscribe for approx. 63.0 million new
shares so that its participation in the share capital of Telekom
Austria after the capital increase corresponds as closely as possible
to its current pro-rata participation in Telekom Austria
(approximately 28.42%).

Trading of the new shares on the Vienna Stock Exchange is expected to
commence on 27 November 2014. Each of Telekom Austria, América Móvil
(including Carso Telecom) and ÖIAG has committed itself to a lock-up
period of six months following the first day of trading of the new
shares on the Vienna Stock Exchange.

Telekom Austria intends to use the net proceeds of the capital
increase to re-establish its target capital structure and maintain a
credit rating of at least BBB (stable) by Standard & Poor's. This
will allow Telekom Austria Group to pursue strategic investment
priorities with the aim to strengthen the Telekom Austria Group's
operational performance and to return to a sustainable growth profile
within the stated sound financial framework. In particular, the
capital increase will allow Telekom Austria Group to implement an
accelerated roll-out of its fibre infrastructure during the years
2015 - 2018 in combination with latest available technologies to
ensure CAPEX efficiency. Telekom Austria Group thus aims to meet
increasing demand for high bandwidth services and safeguard the
Group's network quality leadership in the Austria segment.
Furthermore, Telekom Austria Group will be able to finance
value-accretive M&A opportunities that strengthen its operational
strategy, thereby maintaining the following priorities: (i) in-market
consolidation to strengthen existing operations; (ii) the continued
pursuit of Telekom Austria Group's convergence strategy to diversify
in markets that are currently mobile-only and to enhance existing
convergent operations; and (iii) expansion via new operations.

For further information about the capital increase please see the
following link: http://www.telekomaustria.com/en/ir/14887

This document does not constitute an offer of securities, nor a
solicitation for an offer of securities nor marketing or sales
activity for such securities in countries where such an offer or
solicitation for an offer is subject to legal restrictions. This
document must not be used for such an offer or such marketing
activities. Under http://www.telekomaustria.com/en/ir/14887, a
prospectus will be published in accordance with the Austrian Capital
Market Act (Kapitalmarktgesetz). This document is not for
distribution, directly or indirectly, in or into the United States
(including its territories and possessions, any State of the United
States and the District of Columbia). This document does not
constitute or form a part of any offer or solicitation to purchase
securities in the United States. The securities mentioned herein have
not been, and will not be, registered under the United States
Securities Act of 1933, as amended, (the "Securities Act") and may
not be offered or sold in the United States, except pursuant to an
exemption from the registration requirements of the Securities Act.
There will be no public offer of securities in the United States.
This communication is directed only at (i) persons who are outside
the United Kingdom or (ii) persons who have professional experience
in matters relating to investments falling within Article 19(5) of
the Financial Services and Markets Act 2000 (Financial Promotion)
Order 2005 (the "Order") and (iii) high net worth entities, and other
persons to whom it may lawfully be communicated, falling within
Article 49(2) of the Order (all such persons together being referred
to as "relevant persons"). Any investment activity to which this
communication relates will only be available to and will only be
engaged with, relevant persons. Any person who is not a relevant
person should not act or rely on this document or any of its
contents.

Disclaimer for forward-looking statements: This document contains
forward-looking statements. These forward-looking statements are
usually accompanied by words such as "believe", "intend",
"anticipate", "plan", "expect" and similar expressions. Actual events
may differ materially from those anticipated in these forward-looking
statements as a result of a number of factors. Forward-looking
statements involve inherent risks and uncertainties. A number of
important factors could cause actual results or outcomes to differ
materially from those expressed in any forward-looking statement.
Neither Telekom Austria nor any other person accepts any liability
for any such forward-looking statements. Telekom Austria will not
update these forward-looking statements, whether due to changed
factual circumstances, changes in assumptions or expectations. This
report does not constitute a recommendation or invitation to purchase
or sell securities of Telekom Austria.

Further inquiry note:
Matthias Stieber
Director Investor Relations
Tel.: +43 (0) 50 664 39126
mailto: matthias.stieber@telekomaustria.com

end of announcement euro adhoc
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issuer: Telekom Austria AG
Lassallestrasse 9
A-1020 Wien
mail: investor.relations@telekomaustria.com
WWW: www.telekomaustria.com/ir
sector: Telecommunications
ISIN: AT0000720008
indexes: WBI, ATX Prime, ATX
stockmarkets: official market: Wien
language: English