Acquisitions
Banco Comercial Portugues S.A.
13 January 2000
Banco Comercial Portugues, S.A and UIF - Uniao International Financeira (SGPS),
S.A inform that, in a context of integration of the financial area of the Jose
de Mello Group in the BCPAtlantico Group and of the undertaking to cease its
concorrencial activities in the banking and insurance areas (which involves
autonomous payments corresponding to a total of PTE 27.5 billion), entered, at
the present date, into agreements establishing:
a) The acquisition by BCP-IF, S.G.P.S Sociedade Unipessoal, Lda of 100% of the
capital stock of Uniparticipa, SGPS SA holder, direct and indirectly, of 51% of
the capital stock of Banco Mello SA;
b) The acquisition by the same BCP-IF, S.G.P.S Sociedade Unipessoal Lda, of 98%
of the capital stock of Finimper, SGPS S.A (company in which share capital
Banco Comercial Portugues, SGPS SA already holds a shareholding of 2%), which
holds 50% of the capital stock of Companhia de Seguros Imperio, S.A.
c) The acquisition,also by BCP-IF, SGPS Sociedade Unipessoal Lda, of shares
corresponding to 1% of the capital stock of Comphania de Seguros Imperio S.A.
These acquisitions (which involve purchase of shares, assignment of credit
rights and assumption of debts, in the total amount of PTE 128,9 billion) were
made under condition of non opposition of the Minister of finance and of Bank of
Portugal, pursuant to the respective applicable laws and according to
communications already made.
2. UIF - Uniao Internacional Financeira (SGPS) S.A. has also started on this
date the acquisition of shares of Banco Comercial Portugues, S.A., having been
agreed the acquisition of an aggregate of 83,287,218 shares, corresponding to
8.3% of the current capital stock of Banco Comercial Portugues, S.A.
3. These direct and indirect acquisitions will lead, according to the
Securities Code (Codigo dos Valores Mobiliarios), to the obligation of launching
a subsequent general take-over bid over the shares of Companhia de Seguros
Imperio, S.A. and Banco Mello, S.A., for which the following conditions are
foreseen:
a) 153 shares of Banco Comercial Portugues, S.A. for each 100 shares of
Companhia de Seguros Imperio, S.A., with a cash alternative corresponding to
8.25 euros per share;
b) 213 shares of Banco Comercial Portugues, S.A. for each 100 shares of Banco
Mello, S.A., with a cash alternative corresponding to 11.5 euros per share;
Lisbon 11th January 2000.
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