ABN AMRO To Acquire Controlling Stake In Banca Antonveneta

ABN AMRO has signed an agreement with Banca Popolare Italiana (BPI) and a number of other shareholders to purchase a total of 121,560,835 shares (or a 39.37% stake) in Banca Antonveneta. ABN AMRO will pay EUR 26.50 per share, equal

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ABN AMRO has signed an agreement with Banca Popolare Italiana (BPI) and a number of other shareholders to purchase a total of 121,560,835 shares (or a 39.37% stake) in Banca Antonveneta.

ABN AMRO will pay EUR 26.50 per share, equal to a total cash consideration of EUR 3.2 bln. Banca d’Italia, Consob and all relevant authorities have been informed and consulted throughout the process. The transfer of the shares will take place after fulfilling all conditions including the decisions of Milan Court, Consob and the Banca d’Italia.

Combined with the current shareholding in Banca Antonveneta of 29.91%, ABN AMRO will own a total of 69.28% after the completion of this transaction. In accordance with Italian regulations, ABN AMRO will launch a mandatory cash offer of EUR 26.50 per share for the remaining outstanding share capital of Banca Antonveneta. Further details of this offer will be announced after the usual regulatory approvals related to the offer have been received.

“This is an important moment in the history of both our bank and Banca Antonveneta. We have worked hard for Banca Antonveneta to join ABN AMRO and we have now achieved this goal. We are confident that we have now provided stability for all Banca Antonveneta stakeholders, including staff and clients, and we will continue to support the company towards a prosperous future,” said Rijkman Groenink, chairman of the Managing Board of ABN AMRO.

“We have remained steadfast in our ambition to acquire Banca Antonveneta because we know that it is a very valuable bank that fits with our mid-market strategy. In the first six months of this year, Banca Antonveneta’s performance has proven to be resilient. The fact that it has stayed on course for meeting its ambitious targets for 2006 is a great accomplishment for which I want to thank its staff,” he said.

ABN AMRO will liaise closely with Banca Antonveneta’s management in the implementation of Banca Antoveneta’s industrial plan and will provide further details to the market on the plan and the performance of Banca Antonveneta at a later stage.

In line with previous acquisitions, ABN AMRO will safeguard local decision-making and Banca Antonveneta’s continued support of the local economy, while at the same time, extracting the benefits of being part of one Group. Banca Antonveneta will continue to operate under its own brand name and willremain headquartered in Padua.

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