Acquisition

Banco Santander Central Hispano SA 19 January 2000 Banco Santander Central Hispano to acquire Brazil's Grupo Meridional - The transaction includes Banco Meridional and Banco Bozano, Simonsen Sao Paulo, Brazil, January 18, 2000 - Banco Santander Central Hispano - BSCH has agreed to acquire 97% of the shares of the Banco Meridional group in Brazil, a diversified financial group comprising Banco Meridional and the investment bank Bozano, Simonsen. Meridional is involved in a wide range of activities in retail, corporate, and investment banking, as well as private banking and asset management. With the incorporation of Grupo Meridional, Banco Santander Central Hispano becomes the 5th largest private financial group in Brazil in terms of assets and loans. The acquisition forms part of BSCH consolidation strategy in Latin America, where one of the priority markets is Brazil, for its importance in the regional economy. BSCH expansion in Brazil has been concentrated in its south-southeast, which accounts for 78% of Brazil's GDP and which is also a strategic gateway to the Mercosur trading block. The operation is subject to the approval of the appropriate regulatory authorities, and is pending due diligence which could alter the final price of the transaction when completed around mid-April. As a result of the operation, BSCH consolidates its leadership in the Latin American market, where it has banking subsidiaries in 12 countries. SUPPLEMENTARY INFORMATION * Banco Meridional Meridional is Brazil's oldest private bank and the leading private sector bank in the State of Rio Grande do Sul, where it is the largest in retail banking with a 25% market share among private banks (10% of the total). It also has an important presence in Santa Catarina and Parana. In all, it has 800,000 customers and 340 outlets, total assets of US$4.9 billion and 3,780 employees. * Banco Bozano, Simonsen Headquartered in Rio de Janeiro, Banco Bozano, Simonsen is one of the leading Brazilian investment banks, with around US$1 billion in managed funds. It was for three consecutive years named the best investment bank in Brazil by Euromoney magazine. It is especially recognized for the high quality of its professionals, as well as for its long experience in corporate advisory services and privatization processes, as well as its leadership in fixed income and equity business, and in brokerage distribution. * Banco Santander in Brazil BSCH began operations in Brazil in 1982 and embarked on an expansion in 1991 with the establishment of its investment banking division. Today, BSCH is represented in Brazil through Banco Santander Brasil, with US$7.6 billion in assets, 4,700 employees and 900,000 customers. With the acquisition of Grupo Meridional, BSCH becomes the 5th largest private sector financial group by assets and loans. Through its two banks, Banco Santander Brasil and Banco Meridional, it will have 1.7 million customers, 704 outlets (401 branches and 303 points of sale), assets of US$12.54 billion and 8,500 employees. It also has licenses to open more than 300 new offices. * Management of Santander Central Hispano operations in Brazil Banco Santander Brasil and the Meridional group are two complimentary institutions, both in terms of geographic distribution, products and services, and the recognized quality of their respective professional teams. Banco Meridional S.A. and Banco Santander Brasil will operate as two separate legal entities, under the control and sole management of Grupo Santander Central Hispano. Banco Santander Central Hispano will maintain the Meridional brand name, in order to preserve its regional identity and its recognition among customers of Rio Grande do Sul, Santa Catarina and Parana, as well as the headquarters of Banco Meridional S.A. in Porto Alegre. This city will become the management hub for commercial banking and the branch network of BSCH in the southern region of the country, while Banco Santander Brasil, based in Sao Paulo, will be the management centre for the other regions of Brazil. The activities of corporate and investment banking, private banking and asset management, fixed income and equity brokerage currently undertaken by Bozano, Simonsen will be coordinated jointly with Banco Santander Brasil, through its investment banking unit. BSCH (European Market: SCH, NYSE: STD) is the leading financial group in Spain and in Latin America, and one of the largest by market capitalization in the Euro zone. As of September 30, 1999, it had US$340 billion in managed funds and US$261 billion in assets, with 22 million customers and operations in 38 countries, including the main international financial centers. * Principal magnitudes of Grupo Santander Central Hispano in Brazil US$ millions Meridional Santander Brasil BSCH Brazil Net Worth 500 672 1,172 Total Assets 4,905 7,633 12,538 Loan portfolio (gross) 999 2,272 3,271 Customer deposits 1,157 2,001 3,158 Managed funds 967 1,302 2,268 Branches 221 180 401 Points of Sale 119 184 303 Employees 3,781 4,743 8,524 Customers (thousands) 800 900 1,700 Market share Meridional Santander Brasil Pro Forma Ranking(*) (1) Assets 1.2% 1.9% 3.1% 5 * Deposits 0.8% 1.3% 2.1% 6 * Funds 0.8% 1.2% 2.0% 11 * Loans 0.7% 1.6% 2.3% 5 * Branches 1.4% 1.1% 2.5% 6 * (1) (*)among private banks
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