Acquisition Agreement

Banco Santander Central Hispano SA 12 November 1999 Banco Santander Central Hispano Press Release 1 . Banco Santander Central Hispano announces that, as of November 11, 1999, it has entered an agreement with Mr. Antonio Champalimaud, which commences a process that will lead to the acquisition of the various holding companies that, together with Mr. Antonio Champalimaud, control the companies that comprise the Mundial Confianca Group. Within the scope of the aforementioned agreement, it is expected that the 7.5% of the capital of Companhia de Seguros Mundial-Confianca in the hands of Mr. Champalimaud will be acquired. The previous agreements reached during 1999 no longer apply. 2. The purchase of the above-mentioned stake in Mundial Confianca will be settled by shares in the capital of Banco Santander Central Hispano, to be issued specifically for this purpose. 3. The transfer of the shares of the holding companies to Banco Santander Central Hispano and the granting to Mr. Antonio Champalimaud of the shares of the capital of Banco Santander Central Hispano will take place no later than June 30, 2000, as soon as the necessary authorizations have been obtained from the appropriate national and EU authorities. This is expected to take place during the course of the first quarter of next year. 4. The agreement with Mr. Champalimaud is included in another process, which also commenced yesterday, leading to the acquisition by Caixa Geral de Depositos from Banco Santander Central Hispano of the direct and indirect stakes of Mr. Antonio Champalimaud in the insurance company Mundial Confianca. 5. Banco Santander Central Hispano and Caixa Geral de Depositos are studying the carrying out of each of the necessary operations to implement the agreement, with a subsequent sharing out of assets, including the launching of the subsequent public acquisition offers that should take place over the quoted companies that comprise the aforementioned Mundial Confianca Group. 6. In order to determine the pricing of the public acquisition offers that may be carried out, Banco Santander Central Hispano and Caixa Geral de Depositos will essentially base themselves on the specific value of the assets involved and the impact of the respective regroupings, taking into account market prices, including those relating to preliminary public offer announcements. All this, naturally, in full observance of the legal norms relating to public acquisition offers. 7. The decisions to be taken by Banco Santander Central Hispano and Caixa Geral de Depositos that will derive from the execution of each of the aforementioned operations are now dependent on the completion of the respective studies. They also are subject to the prior acquisition by Banco Santander Central Hispano from Mr. Antonio Champalimaud of his entire direct and indirect stake in the Mundial Confianca Group. This acquisition is expected to take place during the course of the first quarter of next year, once all the necessary authorizations have been obtained from the appropriate national and EU authorities.
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