Rete Bancarie S.P.A sells 100% of Area Life to Sopaf S.p.A. and Aviva Italia Holding S.p.A. for €23.5 million

Milan/Lodi, 16 June 2006 – Sopaf S.p.A. ("Sopaf"),  Aviva Italia Holding S.p.A. ("Aviva") and De Agostini Invest Sa. ("De Agostini") have today entered into agreements with Bipielle Investimenti S.p.A. and Rete Bancarie S.p.A. (Banca Popolare Italiana Group companies) which provide for the sale of 79.73% of the share capital of Banca Bipielle Network S.p.A. ("Bipielle.Net", 98.86% controlled by Bipielle Investimenti S.p.A.) and 100% of the share capital of Area Life Ltd., an Irish-law insurer ("Area Life", 100% controlled by Rete Bancarie S.p.A. through Bipielle International Holding).

 
The buyers already hold investments in the two companies, and once the aforementioned acquisitions are completed, the Banca Bipielle.Net shareholders will consist of: Sopaf  (44.5%), Aviva (20.2%), Bipielle Investimenti S.p.A. (19.9%), De Agostini (15%) and New Era Sa (0.4%). Area Life will instead become a subsidiary of Aviva (55%) with Sopaf holding the remaining capital (45%).

The sale prices agreed are equal to €107 million for the interest in Bipielle.Net and €23.5 million for the holding in Area Life.

The contract covering the sale of the stake in Bipielle.Net also includes a put-call  agreement for the 19.90% that continues to be held by Bipielle Investimenti S.p.A.  Under the terms of the put-call agreement, Sopaf (which may transfer the option to other buyers) may purchase such interest at a price of €30 million between the thirty-sixth and forty-eighth months following the execution of the agreement.  The seller has the option of selling the 19.90% to all the buyers at the same price as of the forty-eighth month.

The prices agreed for Bipielle.Net and Area Life will be paid in cash as of the date on which the transactions are perfected; the perfection of the transactions is subject to the procurement of the needed authorizations from the regulatory authorities.

The acquisitions will be financed partly by the buyers' own resources and partly through bank lines.

The agreements also provide for the commitment of Sopaf and Aviva to purchase 100% of Aviva Previdenza S.p.A. ("Aviva Previdenza") (already 50% owned through Bipielle Investimenti S.p.A. and 50% owned by Aviva), for a total price of roughly €34 million.  Following this transaction, Aviva Previdenza's shareholder base will be the same as Area Life's  (Aviva with a 55% interest and Sopaf with 45%). 

Bipielle.Net is a bank operating through multiple distribution channels (Internet, call center and a network of around 1,000 financial advisors).  The bank, which has 34 full-time employees, closed 2005 with a loss of around €30.2 million, after risk provisions and writedowns of approximately €42.8 million.  As of 31 December 2005, Bipielle.Net had around €4.2 billion under management and net equity of €54.4 million.

Area Life is an Irish-law life insurer.  The company closed 2005 with earnings of around €0.4 million, production of around €60 million and technical reserves of €308 million.

The purchase of Bipielle.Net, Area Life and Aviva Previdenza is part of the buying partners' strategy of investing in independent, multiple-brand distribution platforms.

Contact:

Banca Popolare Italiana
Press Office
+39-0371 580264 - +39-0371 580128
Investor Relations
+39-0371 580036 - +39-0371 580105

Sopaf S.p.A.
Maria Antonietta Barelli
Investor Relations
+39-02 72142429
+39-335 6200990