agreement between MST and UniCredit

12 Dec 2008 16:17

UNOFFICIAL TRANSLATION 

(December 11, 2008) 

Report 107/2008: Information on signing an amendment to the agreement between Ministry of the State Treasury and UniCredit S.p.A. regarding Put/Call Options of Bank Polska Kasa Opieki S.A. shares

The Management Board of Bank Polska Kasa Opieki S.A. ("Bank") received information that on December 11, 2008 the Ministry of the State Treasury ("MST") and UniCredit signed an amendment to the agreement regarding Put Option and Call Option of Bank's shares dated September 2, 2008, about which Bank has informed in current report no. 76/2008 of September 3, 2008.

On the basis of the amendment, the MST and UniCredit agreed to finally waive their respective Put Option and Call Option with respect to the 3.95% shareholding of Bank held by the MST ("MST Stake").

In connection with the waiver of MST's Put Option, UniCredit agreed to pay to the MST PLN 300mn (ca. €78mn) and to grant to the MST a Put Spread Option to be settled in cash with respect to the MST Stake.

Compared to the UniCredit consolidated core tier 1 ratio as of September 30, 2008, the signing of the amendment shall generate a positive impact of ca. 8 bps, net of all related costs. 

Legal grounds: Section 56, subsection 1, clause 1 of the Act on Public Offering, Conditions Governing the Introduction of Financial Instruments to Organised Trading, and Public Companies dated July 29th 2005 in connection with section 154, subsection 2 of the Act on Trading in Financial Instruments dated July 29th 2005.