ING Group : ING announces cash tender offers for Government Guaranteed Notes

 ING Group : ING announces cash tender offers for Government Guaranteed Notes

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR
INDIRECTLY, TO ANY PERSON LOCATED OR RESIDENT IN ANY JURISDICTION WHERE TO DO
SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION.

ING announced today an offer (the Offer) to the holders the Government
Guaranteed Notes (the Notes) listed in the table below to tender any and all
of the outstanding Notes with a total principal amount outstanding of USD 2.25
billion. In addition to the tender offers in the United States, one invitation
to a cash tender offer is being conducted in Europe with a total principal
amount outstanding of EUR 4.0 billion.

The purpose of the Offer is to further optimize ING Bank's liability profile
while reducing the amount of debt securities outstanding guaranteed by the
Dutch State. Based on ING Bank's strong liquidity position and funding
profile, and given the annual guarantee fee of 84 basis points on the Notes
payable to the Dutch State and the short remaining tenor of the Notes, ING
Bank is seeking to retire all or a portion of the Notes.


TARGETED SECURITIES

ISINs          CUSIP         Title of Security   Maturity  Principal Amount
               Number                            Date      Outstanding
US45324QAC06   45324QAC0     U.S.$2,250,000,000  March     U.S.$2,250,000,000
(Rule 144A) /  (Rule 144A)   3.90% Fixed Rate    19, 2014
USN31288AC28   /             Notes due March
(Regulation   N31288AC2     19, 2014 issued by
S)             (Regulation  ING Bank N.V. and
               S)            guaranteed by the
                             State of The
                             Netherlands

ING Bank will pay a purchase price and accrued interest for purchased Notes at
yields flat to the US government bond curve, in a manner and at a time and
date as described in the Offer to Purchase.

In order to participate holders must validly tender Notes by submitting a
valid tender instruction that is received by the Tender Agent before 5:00 PM
New York time on 28 June 2013. The Offer to Purchase provides details on
submitting a tender instruction.

ING Bank intends to fund the purchase price and pay accrued interest on all
Notes purchased pursuant to the Offer with available cash. ING will announce
the results of the Offer on or about 1 July 2013. The result of the Offer,
including the unwinding of associated hedging positions, is not expected to
have a material impact on ING Bank's results.

FURTHER INFORMATION

The Offer is being made subject to the terms and conditions set out in the
Offer to Purchase dated 19 June 2013. 

ING Financial Markets LLC and J.P. Morgan Securities LLC are acting as Joint
Dealer Managers and D.F. King &Co., Inc. is acting as Tender and Information
Agent. 

Requests for information regarding the Offer should be directed to the Joint
Dealer Managers:

ING
(In the United States): ING Financial Markets LLC, 1325 Avenue of the
Americas, New York, New York 10019; Collect: +1 646 424 6105.
(Outside the United States):ING Bank N.V., Bijlmerplein 888, 1102 MG
Amsterdam, The Netherlands.

J.P. Morgan
(In the United States):
J.P. Morgan Securities LLC, 383 Madison Avenue; 3rd Floor, New York, New York
10179;
Toll Free: +1 866 834 4666, Collect: +1 212 834 4394; Attention: Liability
Management Group.

(Outside the United States): J.P. Morgan Securities plc, 25 Bank Street,
Canary Wharf, London E14 5JP,
United Kingdom.

Any questions regarding procedures for tendering Notes or requests for copies
of the Offer to Purchase should be directed to the Tender and Information
Agent:
D.F. King & Co., Inc., 48 Wall Street, 22nd Floor, New York, NY 10005
Attention: Elton Bagley
Banks and Brokers Call: +1 212 269 5550; Toll Free: +1 800 735 3591

Press enquiries                       Investor enquiries
Frans Middendorff                     ING Group Investor Relations
+31 20 576 6385                       +31 20 5766396
Frans.middendorff@ing.com             investor.relations@ing.com
ING PROFILE
ING is a global financial institution of Dutch origin, offering banking,
investments, life insurance and retirement services to meet the needs of a
broad customer base. Going forward, we will concentrate on our position as an
international retail, direct and commercial bank, while creating an optimal
base for an independent future for our insurance and investment management
operations.
IMPORTANT LEGAL INFORMATION
Certain of the statements contained herein are not historical facts,
including, without limitation, certain statements made of future expectations
and other forward-looking statements that are based on management's current
views and assumptions and involve known and unknown risks and uncertainties
that could cause actual results, performance or events to differ materially
from those expressed or implied in such statements. Actual results,
performance or events may differ materially from those in such statements due
to, without limitation: (1) changes in general economic conditions, in
particular economic conditions in ING's core markets, (2) changes in
performance of financial markets, including developing markets, (3)
consequences of a potential (partial) break-up of the euro, (4) the
implementation of ING's restructuring plan to separate banking and insurance
operations, (5) changes in the availability of, and costs associated with,
sources of liquidity such as interbank funding, as well as conditions in the
credit markets generally, including changes in borrower and counterparty
creditworthiness, (6) the frequency and severity of insured loss events, (7)
changes affecting mortality and morbidity levels and trends, (8) changes
affecting persistency levels, (9) changes affecting interest rate levels, (10)
changes affecting currency exchange rates, (11) changes in investor, customer
and policyholder behaviour, (12) changes in general competitive factors, (13)
changes in laws and regulations, (14) changes in the policies of governments
and/or regulatory authorities, (15) conclusions with regard to purchase
accounting assumptions and methodologies, (16) changes in ownership that could
affect the future availability to us of net operating loss, net capital and
built-in loss carry forwards, (17) changes in credit-ratings, (18) ING's
ability to achieve projected operational synergies and (19) the other risks
and uncertainties detailed in the Risk Factors section contained in the most
recent annual report of ING Groep N.V. Any forward-looking statements made by
or on behalf of ING speak only as of the date they are made, and, ING assumes
no obligation to publicly update or revise any forward-looking statements,
whether as a result of new information or for any other reason. This document
does not constitute an offer to sell, or a solicitation of an offer to buy,
any securities.

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