| Sopaf, Aviva Italia Holding and De Agostini Invest acquire 79.73% of Banca Bipielle Network from Banco Popolare for €104.7 million |
|
Sopaf and Aviva also purchase 100% of Area Life and Aviva Previdenza for a total of €57.8 million
Milan, 1 August 2007 – Sopaf S.p.A. (“Sopaf”), De Agostini Invest SA and Aviva Italia Holding S.p.A. (“Aviva”) have signed a contract with Banco Popolare Soc. Coop. for the purchase of 79.73% of the share capital of Banca Bipielle Network S.p.A. (“BPL NET”) for €104,724,223. The transaction has been perfected following the procurement of the authorization from the regulatory authorities, which was issued on 25 June 2007.
BPL NET's shareholder base after the acquisition will thus be: Petunia S.p.A. (49.75%), Banco Popolare Soc. Coop. (19.90%), Sopaf (14.99%), De Agostini Invest SA (14.99%) and New Era SA (0.37%). Petunia is partially owned by Aviva, which exercises legal control over the company as defined by Article 2359 of the Italian Civil Code (51% of the voting rights); the remaining 49% of the voting rights and 59.38% of the economic rights refer to Sopaf.
Also today, Sopaf and Aviva signed: (i) a contract with the Banco Popolare Soc. Coop. to purchase 100% of share capital of Area Life International Assurance Ltd for €23.5 million (except for adjustments in relation to changes in shareholders' equity as of 30 June 2007) and (ii) a contract with Finoa Srl (a company 50% held by Banco Popolare) for the purchase of 100% of Aviva Previdenza S.p.A. at a price of €34,276,000. Area Life and Aviva Previdenza will thus be 55% owned by Aviva and 45% owned by Sopaf.
The contracts are to be closed in September 2007 and the payment of the sale price will be made upon the transfer of the shares. The purchase of Aviva Previdenza S.p.A. is subject to the procurement of the necessary authorizations as required by prevailing regulations.
Sopaf will finance part of the investment with its own cash and part through debt.
A business agreement between Banco Popolare Soc. Coop. and BPL NET is to be executed covering the supply of products and services.
The purchase of BPL NET, Area Life and Aviva Previdenza is part of the buyers' strategy to invest in independent distribution channels offering a range of brands based on an open-architecture framework.
With the purchase of Aviva Previdenza and Area Life, Sopaf and Aviva are initiating a relationship in the distribution of insurance products, which represents Sopaf's first venture in the insurance and retirement plan business.
* * *
BPL NET
BPL NET is a bank operating through various channels (Internet, call centres, and a network of 880 financial advisors). The bank has 33 full-time employees. BPL NET closed 2006 with a net loss of roughly €12.6 million, and had some €4 billion under management and €41.8 million of net equity at year end.
Area Life
Area Life is an Irish-law insurance company. Area Life closed 2006 with a loss of roughly €0.7 million, premium production of €34.3 million and technical reserves of €380 million.
Aviva Previdenza
Aviva Previdenza is an Italian-law insurance company. Aviva Previdenza closed 2006 with net earnings of around €1.7 million, premium production of €86.8 million and technical reserves of € 530 million.
* * *
In accordance with Article 94, Paragraph 7 and Article 95 bis, Paragraph 2 of Law Decree n. 58/1998 and Articles 11 and 56 of the CONSOB Resolution n. 11971/1999, SOPAF will publish a supplement to the information prospectus in relation to its Offer under Option to shareholders for a maximum of 56,520,463 bonds convertible into ordinary Sopaf S.p.A. shares and the admission to trading on the screen-based market (Mercato Telematico Azionario) organized and managed by Borsa Italiana S.p.A. of the SOPAF 2007-2012 3.875% Convertible Bond Issue, as filed with CONSOB on 20 July 2007, following the nulla osta communicated on 18 July 2007, protocol n. 7066938.
Investors who may have exercised the option rights during the period on or after 23 July 2007 and before or on date of the publication of the aforementioned supplement to the information prospectus shall be entitled to revoke the exercise of the right as provided by Article 95-bis of the Financial Consolidation Act, within two business days of the date of the publication of the supplement to the information prospectus.
* * *
For additional information about the transactions described above, interested parties should refer to the Disclosure Document pursuant to Article 71 of the Issuer Regulations that Sopaf S.p.A. will make available to the public within the terms provided by prevailing law.
* * *
For additional information:
Maria Antonietta Barelli
SOPAF S.p.A.
Tel: +39-02-7214-2429 - Mobile: +39-335.620.0990
mabarelli@sopafgroup.it
Laura La Ferla
PMS – Financial and Corporate Communications
Tel: +39-02-4800-0250 - Mobile:+39-329-470-5000
l.laferla@pmsgroup.it
Andrea Faravelli
PMS – Financial and Corporate Communications
Tel: +39-02-4800-0250- Mobile: +39-328-490-9601
a.faravelli@pmsgroup.it






