Under its agreement with the Polish banking supervisor UniCredit is to consolidate its Polish holdings directly under the parent company. To do this it has to effect the acquisition of the 71.03% shareholding in Bank BPH held by its subsidiary Bank Austria Creditanstalt (BA-CA).
This it proposes to do by paying BA-CA three annual instalments equivalent to 71.03% of Bank BPH’s earnings (as a percentage of the merged Bank Pekao/BPH earnings) currently estimated to be worth €700m ($900m) followed by a payment of €3.6bn at the end of 2009.
Concurrently it also proposes to transfer its CEE banking business unit to BA-CA in exchange for 55 million newly issued BA-CA shares. The shares will not qualify for dividend rights for the current financial year and UniCredit will retain any dividends due from the transferred banks for the same period.
Included in the transfer will be the 50% holding in Koç Financial Services, the holding company for Koçbank and Yapi Kredi Bank in Turkey, 81.91% of Zagrebacka banka in Croatia, 86.13% of Bulbank in
Bulgaria, 100% of Zivnostekská banka in the Czech Republic, 97.11% of UniBanka in Slovakia and 99.95% of UniCredit Romania.
This realignment will make BA-CA the hub for the UniCredit Group’s CEE
activities and the share issuance will take the UniCredit holding, direct and indirect, from 94.98% to 96.35%.
