Notice regarding the completion of the share exchange in the merger process

Pursuant to the provisions of the Rules of the Ljubljana Stock Exchange d.d. and the ZTVP-1 (Official Gazette of the Republic of Slovenia, No. 56/99), KD Group, d.d., Ljubljana, hereby issues the following announcement:

KD Holding, a financial company, d.d., Celovška 206, Ljubljana, hereby informs the public that it has received a decision from KDD – Central Clearing and Depository Company, d.d., Ljubljana (KDD), regarding the exchange of shares following the merger of KD Naložbe, a financial company, d.d., Ljubljana, into KD Holding, a financial company, d.d., Ljubljana.

In accordance with the decision issued by KDD, on 5 November 2004 an additional 448,565 ordinary registered shares of the acquiring company KD Holding d.d. with the ticker symbol KDHR. The newly issued shares, together with the required number of deposited shares of the acquiring company, were credited to the accounts of those persons who, on 4 November 2004, were holders of shares in the acquired company, KD Naložbe d.d. with the ticker symbol PDKR, at an exchange ratio of one share of the acquired company for 0.05 shares of the acquiring company.

As a result of the share exchange, on 5 November 2004 all PDKR shares of the acquired company KD Naložbe d.d. were delisted from the Central Securities Register, namely 9,566,329 ordinary registered shares of the acquired company.

From 5 November 2004 onwards, the Central Securities Register has therefore recorded a total of 1,373,534 ordinary registered shares of the acquiring company KD Holding d.d., with the ticker symbol KDHR, with a total nominal value of 10,988,272,000.00 tolars, with a nominal value per share of 8,000.00 tolars, and 266,413 preference registered shares of the acquiring company, with the symbol KDHP, with a total nominal value of 2,131,304,000.00 tolars and a nominal value of 8,000.00 tolars per share.

After the Ljubljana Stock Exchange d.d. had also received the KDD decision, it resumed trading in the shares of KD Holding d.d.



on 10 November 2004. KD Holding d.d.
Management Board