Connected Transaction

HSBC Holdings PLC 15 April 2003 The following is the text of a paid advertisement to appear in the Hong Kong press on 16 April 2003. The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement Purchase of 50.03% of the capital of Societe des Cadres Banque Eurofin - Connected Transaction A subsidiary of HSBC Holdings plc has agreed to acquire 50.03% of the capital of Societe des Cadres Banque Eurofin S.A.S. CCF S.A. ("CCF"), a 99.99% owned subsidiary of HSBC Holdings plc, has agreed to acquire 50.03% of the share capital of Societe des Cadres Banque Eurofin S.A.S. ("SDCBE") from a company ("GBP") owned by the Bartillat Family. SDCBE owns, as its principal asset, 1.18% of the share capital of Banque Eurofin ("Eurofin"), which is a private bank based in France whose main activities are fund and wealth management. CCF Holding (Suisse) S.A. and CCF Banque Privee Internationale, subsidiaries of CCF, currently own 43.6% and 16.3% respectively of the share capital of Eurofin. As previously announced on 4 February 2003 CCF will also acquire, in May 2003, 11.3% of the share capital of Eurofin from the Vallet Family and, as announced on 9 April 2003, 11.81% from GBP and Mr Gerard de Bartillat with effect from 1st February 2006. The acquisition of shares from the Vallet family, Mr Gerard de Bartillat, GBP and SDCBE will increase CCF's interest in Eurofin from 59.9% to 84.20%. The consideration for the acquisition of the 50.03% of SDCBE will amount to € 1.43million (approximately HKD 11.97 million). Mr Gerard de Bartillat is a Director and the Chief Executive Officer of Eurofin. As the total consideration amount is within the de-minimis exemption if aggregated with the other transaction with GBP and Mr Gerard de Bartillat, in respect of connected transactions under Rule 14.25(1) of the Listing Rules, details of the purchase of 50.03% of the share capital of SDCBE will be included in the Company's next published annual report and accounts in accordance with Rule 14.25(1)(A) to (D) of the Listing Rules. Agreement date: 10 April 2003 Completion date: Completion took place on 10 April 2003 Vendor: GBP Purchaser: CCF S.A. - a subsidiary of HSBC Holdings plc Assets to be acquired: 50.03% of the share capital of SDCBE Consideration: € 1.43 million (approximately HKD 11.97 million). This was negotiated on normal commercial terms on an arms-length basis, based on earnings, funds under management and discounted cash flow of Eurofin. Payment terms: Payment has been made in cash on completion Exchange rate: The Hong Kong dollar equivalent figures in this announcement have been converted at a rate of €1 = HK$8.37 For and on behalf of HSBC Holdings plc R G Barber Group Company Secretary 15 April 2003 HSBC Holdings plc Incorporated in England with limited liability. Registered in England: number 617987 Registered Office and Group Head Office : 8 Canada Square, London E14 5HQ, United Kingdom This information is provided by RNS The company news service from the London Stock Exchange
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