ING to sell 30 million shares in Voya Financial

In addition, ING has entered into a share repurchase agreement with Voya Financial under which Voya Financial will repurchase USD 300 million of its shares of common stock from ING Group. The price per share payable by Voya as part of the share repurchase will be the same as the price paid by the underwriters to ING Group as part of the underwritten offering.

The offering and the repurchase will result in the sale of the total of 30 million shares which will reduce ING Group’s stake in Voya Financial to approximately 32% at the completion of the transactions from currently 43%.

ING Group has previously announced its intention to divest its remaining stake in Voya Financial over time, in line with its strategy to separate and divest its insurance and investment management businesses. In this context, ING Group sold shares of Voya Financial through an initial public offering in May 2013 and follow-on offerings in October 2013 and March 2014. On completion of the transactions announced today, any further sale of ING Group’s retained Voya Financial shares is expected to be subject to a lock-up period of 45 days (subject to certain exceptions and the underwriters’ ability to waive lock-up restrictions). The transaction is expected to settle on Monday 8 September.

The transactions announced today are not expected to have a material impact on ING’s 2014 third quarter results.

In connection with the planned transactions, Voya Financial intends to file today a preliminary prospectus supplement with the U.S. Securities and Exchange Commission (SEC). The prospectus supplement covers the shares to be sold in the underwritten public offering and also includes information on the agreement between ING Group and Voya Financial under which Voya Financial will repurchase its shares of common stock from ING.