Novità UBS


Announcement by Swiss Confederation regarding conversion of UBS mandatory convertible notes and placement of shares

Zurich/Basel | | Price Sensitive Information

NOT FOR DISTRIBUTION IN THE UNITED STATES OF AMERICA

The Swiss Confederation (the "Confederation") has announced its intention to exercise its right to convert all CHF 6 billion of its holding of UBS Mandatory Convertible Notes due 2011 ("MCNs") and to place with institutional investors the newly issued UBS shares received upon conversion.

Upon conversion of the MCNs, UBS will issue 332,225,913 new shares with a nominal value of CHF 0.10 each from existing conditional capital. As a result, the share capital of UBS will increase from currently CHF 322,583,859.90 to CHF 355,806,451.20. Conversion and the capital increase are expected to take place on 25 August 2009.

Further, in connection with the conversion of the MCNs, the Confederation will waive its right to receive future coupons on the converted MCNs for a cash amount of approximately CHF 1.8 billion, (the "Coupon Consideration"), representing the present value of the future coupon payments. The Coupon Consideration is expected to be paid on 25 August 2009. UBS considers the Federal Council's decision an acknowledgement of the measures the bank has taken so far to restore its health. Chairman Kaspar Villiger said: "The Board of Directors and the executive management of UBS would like to thank the Swiss Confederation, the Swiss National Bank and FINMA for their prudent and resolute course of action from October 2008 to this day."

Financial and Accounting Effect on UBS
Upon conversion, the liability relating to the principal value of the MCNs and the negative replacement value relating to the embedded options of the MCNs will be transferred to equity, increasing the book value of UBS's capital by a corresponding amount. Conversion will have no impact on UBS's regulatory capital.

The Coupon Consideration does not differ materially in amount from the book value of the relevant liability held in UBS's balance sheet as at 30 June 2009. The Coupon Consideration will, therefore, have no material impact on UBS's profit and loss account for the third quarter of 2009. However, the Coupon Consideration will reduce UBS's Tier 1 ratio by approximately 60 basis points based on risk-weighted assets as at 30 June 2009. As at 30 June 2009, UBS had accrued charges of approximately CHF 400 million to its regulatory capital account in respect of the coupon liability. The balance of unaccrued liability of approximately CHF 1.4 billion will therefore be charged to regulatory capital.

Important notices

No action has been or will be taken in any member state of the European Economic Area which
has implemented the EC Directive 2003/71/EC of the European Parliament and of the Council
dated November 4, 2003 (the "Prospectus Directive") (each a "Relevant Member State") that
would permit a public offering of the securities described herein, or the distribution of a
prospectus or any other offering material relating to such securities in any Relevant Member State.
In particular, no prospectus within the meaning of the Prospectus Directive and/or the laws
implementing the Prospectus Directive in the Relevant Member State has been or will be filed with
or approved by the competent authorities of any Relevant Member State in connection with such
securities for publication within such Relevant Member State or notification to the competent
authorities in another Relevant Member State. Accordingly, if any offer or sale of the securities
described herein or any distribution of offering material constituted a public offer in any Relevant
Member State it may violate the provisions of laws implementing the Prospectus Directive in such
Member State unless certain exceptions set forth in the Prospectus Directive have been fulfilled and
these exceptions have been implemented in the Relevant Member State. For the purposes of this
provision, the expression an "offer of securities to the public" in relation to the securities described
herein in any Relevant Member State means a communication to persons in any form and by any
means presenting sufficient information on the terms of the offer and the securities to be offered
so as to enable an investor to decide to purchase or subscribe the securities, as the same may be
varied in that Relevant Member State by any measure implementing the Prospectus Directive.

In the United Kingdom, this press release is directed only at (a) persons who have professional
experience in matters relating to investments who fall within Article 19(5) of the Financial Services
and Markets Act 2000 (Financial Promotion) Order 2005 (the "Order") or (b) high net worth
entities falling within Article 49(2)(a) to (d) of the Order (all such persons together being referred to
as "relevant persons"). In the United Kingdom any person who is not a relevant person should not
act or rely on this press release or any of its contents. Any investment or investment activity to
which this press release relates is available in the United Kingdom only to relevant persons and will
be engaged in only with such persons.

This press release does not constitute an offer of securities for sale in the United States of America.
Securities described herein have not been and will not be registered under the U.S. Securities Act
of 1933, as amended, and may not be offered or sold in the United States of America absent
registration or an exemption from registration thereunder.