OREANDA-NEWS. Swiss Life Ltd has successfully placed a CHF 450 million undated subordinated bond, first callable in September 2021 (coupon until first call date: 3.75%) and a CHF 150 million dated subordinated bond with final maturity in 2046, first callable in September 2026 (coupon until first call date: 4.375%). The bonds have been placed with investors in the Swiss franc market. The proceeds will be used for general corporate purposes, including future refinancing of outstanding subordinated debt instruments in accordance with applicable laws and regulations.

General Notice

This announcement appears as a matter of record only. All the above-referenced bonds have been placed, and this announcement constitutes neither an offer to sell nor a solicitation to buy bonds or other securities of Swiss Life Holding Ltd or its subsidiaries. Neither does it constitute (i) an offering prospectus within the meaning of Art. 1156 of the Swiss Code of Obligations, (ii) a listing prospectus within the meaning of the SIX Swiss Exchange Listing Rules, nor (iii) a prospectus or a supplement prospectus pursuant to Directive 2003/71/EC, as amended, of the European Parliament and Council dated 4 November 2003 (the "EU Prospectus Directive”). No action has been taken or will be taken in the relevant member states of the European Economic Area permitting a public offering of the bonds. A “relevant member state” is any member state which has implemented the EU Prospectus Directive.

THIS ANNOUNCEMENT IS NOT FOR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED STATES (INCLUDING ITS TERRITORIES AND DEPENDENCIES, ANY STATE OF THE UNITED STATES AND THE DISTRICT OF COLUMBIA), CANADA, JAPAN, AUSTRALIA OR ANY JURISDICTION INTO WHICH THE SAME WOULD BE UNLAWFUL.

THIS ANNOUNCEMENT DOES NOT CONSTITUTE OR FORM A PART OF ANY OFFER OR SOLICITATION TO PURCHASE, SUBSCRIBE FOR OR OTHERWISE ACQUIRE SECURITIES IN THE UNITED STATES, CANADA, JAPAN, AUSTRALIA OR ANY JURISDICTION IN WHICH SUCH AN OFFER OR SOLICITATION IS UNLAWFUL. THE BONDS HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER THE US SECURITIES ACT OF 1933 (THE “SECURITIES ACT”) OR UNDER ANY SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES AND MAY NOT BE OFFERED, SOLD, TAKEN UP, EXERCISED, RESOLD, RENOUNCED, TRANSFERRED OR DELIVERED, DIRECTLY OR INDIRECTLY, WITHIN THE UNITED STATES EXCEPT PURSUANT TO AN APPLICABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN COMPLIANCE WITH ANY APPLICABLE SECURITIES LAWS OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES.  SUBJECT TO CERTAIN EXCEPTIONS, THE BONDS ARE BEING OFFERED AND SOLD ONLY OUTSIDE THE UNITED STATES IN ACCORDANCE WITH REGULATIONS UNDER THE SECURITIES ACT. THERE HAS BEEN AND WILL BE NO PUBLIC OFFER OF THE BONDS IN THE UNITED STATES.