AMVESCAP Acquires National Asset Management.

Business Editors

LONDON--(BUSINESS WIRE)--Feb. 28, 2001

AMVESCAP PLC (NYSE:AVZ)(TSE:AVZ.)(LSE:AVZ.)(BOURSE:AVZ.) today announced that it has signed a definitive agreement to acquire National Asset Management Company, a leading U.S. institutional investment manager based in Louisville, Kentucky.

National Asset Management will become part of AMVESCAP's U.S. institutional division, INVESCO Inc. The purchase is subject to regulatory approval and is expected to close in the second quarter of 2001.

The purchase price will be an upfront payment of $200 million paid in equal amounts of cash and AMVESCAP ordinary shares. The transaction includes additional contingent earn out payments of up to $75 million and retention payments payable over five years totaling $25 million. The maximum earn out payment of $75 million will be payable if National Asset Management achieves a compound annual revenue growth rate of 40% over the next three years.

"National Asset Management will be a great addition to AMVESCAP. It will broaden our product offerings for our customers and is in line with our strategy of providing a range of complementary investment styles," said Charles W. Brady, Executive Chairman of AMVESCAP.

National Asset Management was founded in 1979. The company's investment professionals have an average of 20 years of experience in investment management. As of December 31, 2000, National Asset Management had more than $17 billion in assets under management, principally in U.S. growth-oriented equity as well as U.S. fixed income products.

[pilcrow (paragraph sign)] National Asset's Chief Executive Officer Carl W. Hafele said, "This partnership brings us the benefit of greatly enhanced distribution for our products while preserving the integrity of our investment disciplines. By joining AMVESCAP we continue to be part of an independent organization whose sole focus is superior investment management and excellent client service."

John D. Rogers, chief executive officer of INVESCO Inc., added, "The people and investment skills at National Asset Management are an excellent complement to our institutional investment capabilities. There is a natural cultural affinity between our two organizations, and we will be able to offer our clients an even broader range of strong asset management products."

In this transaction AMVESCAP is being advised by De Guardiola Advisors.

INVESCO Inc. manages more than $93 billion in assets for institutional investors offering a broad range of investment management services in a variety of asset classes and investment styles.

AMVESCAP is a leading independent global investment manager, dedicated to helping people worldwide build their financial security. Operating under the AIM and INVESCO brands, AMVESCAP strives to deliver outstanding investment performance and service through a comprehensive array of products for individual and institutional clients in more than 100 countries. The Company is listed on the London, New York, Paris and Toronto stock exchanges with the symbol "AVZ."