Market Snapshot
  • U.S.
  • Europe
  • Asia
Ticker Volume Price Price Delta
DJIA 16,408.54 -16.31 -0.10%
S&P 500 1,864.85 2.54 0.14%
NASDAQ 4,095.52 9.29 0.23%
Ticker Volume Price Price Delta
STOXX 50 3,155.81 16.55 0.53%
FTSE 100 6,625.25 41.08 0.62%
DAX 9,409.71 91.89 0.99%
Ticker Volume Price Price Delta
NIKKEI 14,555.86 39.59 0.27%
TOPIX 1,173.48 0.11 0.01%
HANG SENG 22,760.24 64.23 0.28%

KBC Groep : KBC Group : KBC places its 16.17% participation in Bank Zachodni WBK in the market



 KBC Groep : KBC Group : KBC places its 16.17% participation in Bank Zachodni
                              WBK in the market

This announcement is not an offer of securities for sale in the United States,
Canada, Japan  or Australia.  Any securities  referred to  herein may  not  be 
offered or  sold in  the  United States,  Canada,  Japan or  Australia  absent 
registration or  an exemption  from registration.  No public  offering of  any 
securities referred to herein will be made in the United States, Canada, Japan
or Australia.

Press Release

Outside trading hours - Regulated information*

Brussels, 22 March  2013

Today, KBC Bank NV successfully placed its 16.2% participation in Bank
Zachodni WBK through a secondary offering. The bookbuilding process started on
18 March and was reserved for eligible institutional investors. The sale of
KBC's 15 125 964 shares offered (constituting 16.17% of BZ WBK current shares
outstanding) at the final offer price of 245 PLN per one offer share resulted
in proceeds of 3.71 billion PLN (0,9 billion EUR) for KBC and strengthens its
already solid solvency position with 0.6%. Consequently, our tier-1 capital
ratio will amount to 14.7% on a pro forma basis.
For KBC, this sale is one of the last major milestones in implementing of the
strategic plan agreed with the European Commission in 2009.

KBC and Santander, as selling  shareholders, have granted a reverse  greenshoe 
option of up  to 10% of  the final offering  size for stabilisation  purposes, 
with Deutsche  Bank AG,  London Branch  appointed to  act as  the  stabilising 
manager on behalf of the underwriters.

Following the  closing  of  the  offering, KBC  and  Santander  will  each  be 
locked-up for a period of 90 days and BZ WBK will be locked-up for a period of
180 days, subject to certain exemptions,  in particular as may be required  by 
regulators or in commitments thereto.

This share transaction marks  the closure of KBC's  divestment of Kredyt  Bank 
and the end of the group's banking presence in Poland. The divestment frees up
1.0 billion EUR worth of capital for  KBC under Basel II, of which almost  EUR 
0.6 billion in the first quarter of 2013. The (pro-forma) total tier-1  impact 
of  the  divestment  of  Kredyt  Bank  (including  the  sale  of  this   16.2% 
participation) at KBC Group consolidated level stands at approximately  +1.3%, 
of which almost  +0.8% in  the last  quarter of 2012  and +0.6%  in the  first 
quarter of 2013.

Johan Thijs, KBC Group CEO welcomed today's announcement: "Taking the decision
to divest Kredyt Bank and to leave the Polish banking market was not easy  for 
KBC as we believe  in the potential  of that market However,  the sale of  our 
stake in BZ WBK is another important  milestone and one of the final steps  in 
implementing the strategic plan we  agreed with the European Commission.  This 
successful transaction  releases a  significant amount  of capital  and has  a 
positive impact on our profit and loss and tier 1 ratio.."

For further information, please contact:
Wim Allegaert, General Manager, Investor Relations, KBC Group
Tel +32 2 429 50 51 E-mail wim.allegaert@kbc.be

Viviane Huybrecht, General Manager, Corporate Communication/Spokesperson,  KBC 
Group
Tel +32 2 429 85 45 E-mail pressofficekbc@kbc.be

***

NEITHER THIS ANNOUNCEMENT NOR ANY COPY OF IT MAY BE TAKEN OR TRANSMITTED IN OR
INTO THE UNITED STATES OF  AMERICA (INCLUDING ITS TERRITORIES OR  POSSESSIONS, 
ANY STATE  AND THE  DISTRICT OF  COLUMBIA) (THE  "UNITED STATES"),  AUSTRALIA, 
CANADA, JAPAN OR SOUTH AFRICA.

This announcement does not comprise a prospectus for the purposes of Directive
2003/71/EC or any  other applicable laws,  rules or regulations  and does  not 
contain or  constitute  or  form part  of  any  offer or  invitation,  or  any 
solicitation of an offer, for securities referred to herein and should not  be 
relied on in connection  with any contract  or commitment whatsoever.  Neither 
this announcement nor anything contained herein shall form the basis of, or be
relied upon in  connection with,  any offer  or commitment  whatsoever in  any 
jurisdiction. Any offer to acquire  securities referred to herein pursuant  to 
any potential offering of shares in BZ WBK (the "Offering") will be made,  and 
any investor should make  his investment decision solely  on the basis of  the 
appropriate and final  offering document which  may be made  available to  the 
selected investors in due course in connection with the Offering.

The contemplated sale of securities referred to herein and the distribution of
this announcement and  other information in  connection with the  contemplated 
sale of  securities  referred  to  herein  in  certain  jurisdictions  may  be 
restricted by law  and persons  into whose  possession any  document or  other 
information referred  to  herein  comes should  inform  themselves  about  and 
observe any such restriction.  Any failure to  comply with these  restrictions 
may constitute a violation of the securities laws of any such jurisdiction.

This announcement  does  not  contain  or  constitute  an  offer  of,  or  the 
solicitation of an offer  to buy, any shares  in BZ WBK to  any person in  the 
United States, Australia, Canada or Japan or in any jurisdiction to whom or in
which such offer or solicitation is unlawful. The shares in BZ WBK referred to
herein (the "Shares") may not be offered  or sold in the United States  unless 
registered under  the US  Securities Act  of 1933  (the "Securities  Act")  or 
offered in a  transaction exempt  from, or  not subject  to, the  registration 
requirements of the Securities Act. The potential offer and sale of the Shares
has not been and will not be registered under the Securities Act or under  the 
applicable securities laws of Australia,  Canada or Japan. Subject to  certain 
exceptions, the Shares  may not  be offered or  sold in  Australia, Canada  or 
Japan or to,  or for  the account  or benefit  of, any  national, resident  or 
citizen of Australia, Canada or Japan.

This announcement is directed only at  (i) persons who are outside the  United 
Kingdom, (ii) investment  professionals falling  within Article  19(5) of  the 
Financial Services and Markets Act 2000 (Financial Promotion) Order 2001  (the 
"Order") and (iii) high net worth entities,  and other persons to whom it  may 
lawfully be communicated, falling within Article 49(2)(a) to (d) of the  Order 
or (iv)  other  persons to  whom  an invitation  or  inducement to  engage  in 
investment activity  (within  the  meaning  of section  21  of  the  Financial 
Services and Markets Act 2000) in connection with the Offering may lawfully be
communicated or caused  to be  communicated (all such  persons together  being 
referred to  as "relevant  persons"). Any  investment activity  to which  this 
announcement relates will only be available to and will only be engaged  with, 
relevant persons. Any person who  is not a relevant  person should not act  or 
rely on this  announcement or any  of its contents.  The contemplated sale  of 
securities referred to herein  will not be  made to the  public in the  United 
Kingdom.

This announcement is for promotional purposes only and under no  circumstances 
shall constitute an offer or invitation, or form the basis for a decision,  to 
invest in the securities of BZ WBK.

This announcement does not constitute  a recommendation within the meaning  of 
the Regulation  of  the  Polish  Minister  of  Finance  Regarding  Information 
Constituting  Recommendations  Concerning  Financial  Instruments  or  Issuers 
Thereof dated 19 October 2005.

No reliance  may be  placed  for any  purpose  whatsoever on  the  information 
contained in this  announcement. Such information  is for background  purposes 
only, may be subject to change and may not be complete or accurate.

Acquiring securities to which this announcement relates may expose an investor
to  a  significant  risk  of  losing  all  of  the  amount  invested.  Persons 
considering investment  should consult  an authorized  person specializing  in 
advising  on  such  investments.  This  announcement  does  not  constitute  a 
recommendation concerning the Offering.  The value of  shares can decrease  as 
well as increase. Potential investors should consult a professional advisor as
to the suitability of the Offering for the person concerned.

Deutsche Bank, Citi, Morgan  Stanley, BofA Merrill  Lynch, Credit Suisse,  KBC 
Securities,  Santander  Investment,  Dom  Maklerski  BZ  WBK,  Goldman   Sachs 
International, UBS Investment Bank, Dom Maklerski  PKO BP, ING, Royal Bank  of 
Canada (RBC Europe Limited) and  Société Générale (the "Managers") are  acting 
for KBC,  Santander  and  BZ WBK  and  no  one else  in  connection  with  the 
contemplated sale of the Shares, and  will not be responsible to anyone  other 
than KBC, Santander and BZ WBK for providing the protections afforded to their
clients nor for providing advice in  connection with the contemplated sale  of 
the Shares.

This announcement may contain projections or other forward-looking  statements 
regarding future events or the future financial performance of BZ WBK. You can
identify forward-looking  statements by  terms  such as  'expect',  'believe', 
'anticipate', 'estimate', 'intend', 'will', 'could', 'may' or 'might' or other
similar expressions or, in  each case, their negative  or other variations  or 
comparable terminology,  or by  discussions  of strategy,  plans,  objectives, 
goals, future events or intentions. KBC and Santander wish to caution you that
these statements are only  predictions and that actual  events or results  may 
and often do differ materially. Any forward-looking statements reflect KBC and
Santander's current view  with respect  to future  events and  are subject  to 
risks relating to future events and other risks, uncertainties and assumptions
relating to  BZ WBK's  business, results  of operations,  financial  position, 
liquidity, prospects, growth or  strategies. Forward-looking statements  speak 
only as of the date they are made and each of KBC, Santander, the Managers and
their respective affiliates disclaims any obligation or undertaking to  update 
these statements to reflect events and circumstances occurring after the  date 
hereof; to reflect the  occurrence of unanticipated events  or as a result  of 
new information or otherwise. Many factors  could cause the actual results  to 
differ materially  from  those  contained in  projections  or  forward-looking 
statements of BZ WBK, including risks  specifically related to BZ WBK and  its 
operations.

In connection with  the Offering, the  Managers and any  of their  affiliates, 
acting as investors for  their own accounts, may  purchase Shares and in  that 
capacity may retain, purchase, sell, offer to sell or otherwise deal for their
own accounts  in  such  Shares and  other  securities  of BZ  WBK  or  related 
investments  in  connection  with  the  Offering  or  otherwise.  Accordingly, 
references in any applicable offering document, if produced and made available
to any investors, to the Shares being offered, subscribed, acquired, placed or
otherwise dealt in should be read as including any offer to, or  subscription, 
acquisition, placing or dealing by, the  Managers and any of their  affiliates 
acting as investors  for their  own accounts. The  Managers do  not intend  to 
disclose the extent of any such  investment or transactions otherwise than  in 
accordance with any legal or regulatory obligations to do so.

None  of  the  Managers  or  any  of  their  respective  directors,  officers, 
employees,  advisers  or  agents  accepts  any  responsibility  or   liability 
whatsoever for or makes any representation or warranty, express or implied, as
to the truth, accuracy or completeness of the information in this announcement
(or whether any  information has been  omitted from the  announcement) or  any 
other  information  relating  to  BZ  WBK,  its  subsidiaries  or   associated 
companies, whether  written, oral  or  in a  visual  or electronic  form,  and 
howsoever transmitted or made available or for any loss howsoever arising from
any use  of  this  announcement  or  its  contents  or  otherwise  arising  in 
connection therewith.

In  connection  with  the  Offering,  Deutsche  Bank  AG,  London  Branch   as 
stabilization manager,  or  any of  its  agents, may  (but  will be  under  no 
obligation to), to the extent permitted by applicable law, effect transactions
with a view  to supporting the  market price of  BZ WBK's shares  at a  higher 
level than that  which might otherwise  prevail in the  open market.  Deutsche 
Bank AG, London  Branch is not  required to enter  into such transactions  and 
such transactions may  be effected  on the Warsaw  Stock Exchange  and may  be 
undertaken at  any  time during  the  period commencing  on  the date  of  the 
disclosure of the final offer price and ending no later than 30 calendar  days 
after the allotment of the offer shares. However, there will be no  obligation 
on Deutsche Bank AG, London Branch or any of its agents to effect  stabilizing 
transactions and there is no  assurance that stabilizing transactions will  be 
undertaken. Such stabilizing  measures, if commenced,  may be discontinued  at 
any time without prior notice. In no event will measures be taken to stabilize
the market price of BZ WBK's shares above the offer price. Save as required by
law or regulation,  neither Deutsche  Bank AG, London  Branch nor  any of  its 
agents intends  to  disclose  the extent  of  any  stabilization  transactions 
conducted in  relation  to the  Offering.  In connection  with  the  Offering, 
Deutsche  Bank  AG,   London  Branch  as   stabilization  manager,  may,   for 
stabilization purposes, acquire up to a maximum of 10% of the total number  of 
the offer shares comprised in the Offering.

*This news  item contains  information  that is  subject to  the  transparency 
regulations for listed companies

KBC Group NV, Havenlaan 2, 1080 Brussels

BZ_WBK_sale_EN.pdf

------------------------------------------------------------------------------

This announcement is distributed by Thomson Reuters on behalf of Thomson
Reuters clients.

The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and other
applicable laws; and
(ii) they are solely responsible for the content, accuracy and originality of
the
information contained therein.

Source: KBC Groep via Thomson Reuters ONE
HUG#1687351
Sponsored Links
Advertisement
Advertisements
Sponsored Links
Advertisement