AIB agrees to sell its Polish interests for ?3.1 billion
(Thomson Reuters ONE) -
The Board of Directors of Allied Irish Banks, p.l.c. ("AIB") [NYSE: AIB] today
announces that it has agreed to sell its interests in Poland for a total
consideration of approximately ?3.1 billion. This represents the sale of its
entire shareholding in Bank Zachodni WBK S.A. ("BZWBK"), comprising 51,413,790
shares, representing approximately 70.36% of BZWBK's issued share capital, and
its 50% shareholding in BZWBK AIB Asset Management S.A. ("BZWBK AIB A.M.") to
Banco Santander S.A. ("Santander") (the "Proposed Disposal"). The price that
Santander has agreed to pay AIB for its shares in BZWBK is PLN11.67 billion (or
approximately ?2.9 billion*). Santander has also agreed to pay ?150 million for
AIB's stake in BZWBK AIB A.M. and therefore AIB will realise total proceeds from
the sales of these assets of ?3,088 million.
The acquisition will be carried out through a public tender offer for 100% of
the capital of BZ WBK addressed to all shareholders, in which AIB will tender
all of its shares. Completion of the Proposed Disposal is subject to obtaining
certain regulatory approvals and obtaining AIB shareholder approval. The sale of
AIB's shares in BZWBK is not conditional on acceptance of the tender offer by
other BZWBK shareholders.
The Proposed Disposal is part of AIB's capital raising initiatives as announced
on 30 March 2010, and will generate c. ?2.5bn of equivalent equity tier 1
capital towards meeting AIB's Prudential Capital Assessment Review requirement
set by the Irish Financial Regulator. The cash proceeds will be used as an
additional source of liquidity to support AIB's business activities.
AIB Group Managing Director Colm Doherty said "We are very pleased to announce
the sale of our Polish interests today at the price achieved. This sale will
generate significant capital for AIB and represents the first step of our
recapitalisation plan that was set out in March. The Board believes that the
Proposed Disposal is in the best interests of AIB and unanimously recommends
that Shareholders vote in favour of the Proposed Disposal. We continue to make
good progress on other elements of the recapitalisation plan and will make
further announcements in due course."
A break fee of ?7.5 million will become payable in the event that AIB
shareholders do not approve the disposal resolution at an Extraordinary General
Meeting to be convened to approve the Proposed Disposal.
AIB has granted Santander certain exclusivity rights (which include a
non-solicit and a commitment from AIB not to negotiate with, or sell its shares
to, a third party) for a period of seven months from the date of the
Extraordinary General Meeting to be convened to approve the Proposed Disposal.
A shareholder circular ("Circular") setting out the reasons for and background
to the Proposed Disposal will be made available to AIB shareholders in due
course.
Information on Bank Zachodni WBK and BZ WBK AIB Asset Management
BZWBK is a Warsaw Stock Exchange listed bank and is Poland's third largest bank
by branches and profits, fifth largest bank by loans and fourth largest by total
equity. It provides a full range of financial services for retail customers,
small and medium-sized enterprises and corporate customers. Apart from core
banking facilities, BZWBK provides insurance services, trade finance,
transactions in the capital, foreign exchange, derivatives and money markets.
Brokerage services, mutual funds, asset management, leasing and factoring
products are delivered to customers through subsidiaries with the extensive use
of BZWBK's distribution network. A wide variety of bank assurance products are
offered to customers in co-operation with the two joint ventures (a general and
life insurance company) established in 2008 with Aviva plc. As at 30 June 2010
BZWBK reported consolidated total assets of PLN53.6 billion, customer accounts
of PLN41.3 billion, shareholders' equity (excluding non-controlling interests)
of PLN6.1 billion and profit of PLN0.5 billion in the 6 months to June 2010.
BZWBK AIB A.M. is an asset manager based in Poland. AIB (through its wholly
owned subsidiary, AIB Capital Markets, p.l.c.) has a 50 per cent shareholding in
BZWBK AIB A.M. with the remaining 50 per cent owned by BZWBK. BZWBK exercises
operational control over BZWBK AIB A.M. As at 30 June 2010, BZWBK AIB A.M. had
PLN11.8 billion of assets under management.
AIB entered the Polish market in 1995, when it acquired a non-controlling
interest in Wielkopolski Bank Kredytowy S.A. In 2001, Wielkopolski Bank
Kredytowy S.A. merged with Bank Zachodni S.A. to form BZWBK, following which AIB
held a 70.5 per cent. interest in the newly-merged entity. AIB's interest in
BZWBK decreased to its current holding of approximately 70.36 per cent. when
BZWBK's share capital was increased in 2009.
2. Financial information
The financial information for BZWBK and BZWBK AIB A.M. prepared by AIB as at 30
June 2010 in accordance with International Financial Reporting Standards (IFRS).
30 June 2010 ? million
Profit before tax 174
Profit after tax 132
Profit after tax attributable to 35
non-controlling interests
Total assets 13,925
Carrying value of investments 1,533
Non-controlling interests 447
Notes:
* converted at rate of PLN3.971 to ?1
Morgan Stanley & Co. Limited and AIB Corporate Finance Limited are acting as
joint financial advisors in connection with the Proposed Disposal. In addition
Morgan Stanley & Co. Limited and Morgan Stanley & Co. International plc are
acting as sponsor and corporate broker, respectively, in connection with the
Proposed Disposal.
-ENDS-
For further information please contact:-
Alan Kelly Catherine Burke
General Manager, Corporate Services Head of Corporate Relations and
Communications
AIB Group AIB Group
Dublin Dublin
Tel: +353-1-6412162 Tel: +353-1-6413894
email: alan.j.kelly(at)aib.ie email: catherine.e.burke(at)aib.ie
This is not a circular or an equivalent document. Please read the whole of the
Circular, in particular the risk factors set out in the Circular. You should not
rely on any key or summarized information as set out in this announcement.
This announcement does not constitute or form part of any offer or invitation to
purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or issue,
or any solicitation of any offer to sell, otherwise dispose of, issue, purchase,
otherwise acquire or subscribe for, any security. The contents of this
announcement should not be construed as legal, business, financial, tax,
investment or other professional advice.
Morgan Stanley & Co. Limited is acting as financial adviser and sponsor and
Morgan Stanley & Co. International plc (together with Morgan Stanley & Co.
Limited, "Morgan Stanley") is acting as corporate broker, in each such case to
AIB in relation to the Proposed Disposal. Morgan Stanley is acting exclusively
for AIB and no one else in connection with the Proposed Disposal and will not
regard any other person (whether or not a recipient of this announcement) as its
client in relation to the Proposed Disposal and will not be responsible to
anyone other than AIB for providing the protections afforded to its clients or
for providing advice in relation to the Proposed Disposal or any other matter
referred to in this announcement.
AIB Corporate Finance Limited ("AIB Corporate Finance") is acting as financial
adviser to AIB in relation to the Proposed Disposal. AIB Corporate Finance is
acting exclusively for AIB and no one else in connection with the Proposed
Disposal and will not regard any other person (whether or not a recipient of
this announcement) as its client in relation to the Proposed Disposal and will
not be responsible to anyone other than AIB for providing the protections
afforded to its clients or for providing advice in relation to the Proposed
Disposal or any other matter referred to in this announcement.
Apart from the responsibilities and liabilities, if any, which may be imposed on
Morgan Stanley or AIB Corporate Finance by the Listing Rules, neither Morgan
Stanley nor AIB Corporate Finance accepts any responsibility whatsoever and
makes no representation or warranty, express or implied, for the contents of
this announcement, including its accuracy, completeness or verification or for
any other statement made or purported to be made by AIB, or on AIB's behalf, or
by Morgan Stanley or AIB Corporate Finance, or on Morgan Stanley's or AIB
Corporate Finance's behalf, in connection with the Proposed Disposal, and
nothing in this announcement is or shall be relied upon as a promise or
representation in this respect, whether as to the past or future. Each of Morgan
Stanley and AIB Corporate Finance accordingly disclaims to the fullest extent
permitted by law and under the Listing Rules all and any responsibility and
liability, whether arising in tort, contract or otherwise, which it might
otherwise have in respect of this document and any such statement.
This announcement contains "forward-looking statements", within the meaning of
Section 27A of the US Securities Act of 1933 (as amended) and Section 21E of the
US Securities Exchange Act of 1934, as amended, regarding the belief or current
expectations of AIB, AIB's Directors and other members of its senior management
about AIB's business, and the transaction described in this announcement.
Generally, words such as "may", "could", "will", "expect", "intend",
"estimate"," anticipate", "believe", "plan", "seek", "continue" or similar
expressions identify forward-looking statements. All statements other than
statements of historical fact are, or may be deemed to be, forward-looking
statements. These forward-looking statements are not guarantees of future
performance. Rather, they are based on current views and assumptions and involve
known and unknown risks, uncertainties and other factors, many of which are
outside the control of AIB and are difficult to predict, that may cause actual
results to differ materially from any future results or developments expressed
or implied from the forward-looking statements.
The forward-looking statements speak only as of the date of this announcement.
Except as required by the Financial Regulator, the Irish Stock Exchange, the
FSA, the London Stock Exchange plc or applicable law, AIB does not have any
obligation to update or revise publicly any forward-looking statement, whether
as a result of new information, further events or otherwise. AIB expressly
disclaims any obligation or undertaking to publicly release any updates or
revisions to any forward-looking statement contained in this announcement or
incorporated by reference to reflect any change in AIB's expectations with
regard thereto or any change in events, conditions or circumstances on which any
such statement is based.
[HUG#1443912]
This announcement is distributed by Thomson Reuters on behalf of
Thomson Reuters clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Allied Irish Banks, p.l.c. via Thomson Reuters ONE
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Datum: 10.09.2010 - 18:19 Uhr
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