Allied Irish Banks, p.l.c. Acquisition of Bank Zachodni S.A.DUBLIN, Ireland--(BUSINESS WIRE)--June 24, 1999-- Allied Irish Banks Allied Irish Banks, p.l.c. (AIB) (Irish: Bainc-Aontas Éireann),ISEQ: ALBK, LSE: ALBK, NYSE: AIB, FWB: AIB is a commercial bank based in Ireland not to be mistaken for Anglo Irish Bank. AIB is one of the so called Big Four commercial banks in Ireland. , p.l.c. ("AIB AIB n abbr (BRIT) (= Accident Investigation Bureau) → oficina de investigación de accidentes AIB n abbr (Brit) (= Accident Investigation Bureau) → ") [NYSE NYSE See: New York Stock Exchange : AIB] today announced that it has reached an agreement with the State Treasury of the Republic of Poland under which its subsidiary AIB European Investments Limited will acquire an 80% shareholding in Bank Zachodni S.A. ("BZ") at a price of PLN PLN In currencies, this is the abbreviation for the Polish Zloty. Notes: The currency market, also known as the Foreign Exchange market, is the largest financial market in the world, with a daily average volume of over US $1 trillion. 102 per share, giving a total consideration of PLN 2.285 billion (IR(pound) 443.7 million). Commenting on the acquisition, Tom Mulcahy Tom Mulcahy was an Irish sportsperson who played hurling with the Cork senior inter-county team throughout the 1940s. Mulcahy first came to prominence in 1941 as a member of the Cork minor hurling team. , AIB Group Chief Executive, said "This acquisition, which is marginally accretive on a cash EPS (Encapsulated PostScript) A PostScript file format used to transfer a graphic image between applications and platforms. EPS files contain PostScript code as well as an optional preview image in TIFF, WMF, PICT or EPSI, the latter being an ASCII-only format. basis in 2000, represents a major step forward for AIB in Poland, allowing us to address a 6% share of the Polish financial services market and bringing us important regional market concentration. Our strategic shareholdings provide us with a significant presence in two of the strongest economic regions in Poland, at a time when Poland is experiencing solid economic growth." "The acquisition of BZ arises as part of the privatization privatization: see nationalization. privatization Transfer of government services or assets to the private sector. State-owned assets may be sold to private owners, or statutory restrictions on competition between privately and publicly owned process for the state-owned, Polish banking sector, which started in the early 1990's, and for which only one further bank (PKO PKO Polska Kasa Opieki (Polish bank) PKO Peace Keeping Operations PKO Palm Kernel Oil PKO Pirate King Online PKO Public Key Organization PKO Public Key Security Object BP) remains to be privatized. AIB has been fortunate to become involved with the privatization of two of the 9 state-owned banks, BZ and WBK WBK Word Backup (Microsoft Word file extension) WBK Welcome Back, Kotter (70s US TV Show) WBK Work Book WBK Word Backup File , the franchises of which are contiguous." "We look forward to working with the management and staff of Bank Zachodni S.A. in the development of its excellent regional franchise." BZ is based in southwest Poland, with total assets of PLN 8.1 billion and shareholders' equity Shareholders' Equity A firms' total assets minus its total liabilities. Equivalently, it is share capital plus retained earnings minus treasury shares. Shareholders' equity is the amount by which a company is financed through common and preferred shares. of PLN 695 million at 31 December 1998. BZ has a market share in excess of 20% in its region and was the 9th largest bank in Poland in terms of total deposits at 31 December 1998. BZ, and AIB's existing subsidiary in Poland, WBK, both have strong regional market shares and if considered together, would be equivalent to the 6th largest banking group in Poland with a 20% plus share of both the west and southwest regional banking markets. BZ is headquartered in Wroclaw and provides a range of retail and commercial banking services. It operates 182 outlets and 195 ATMs, and has 6,981 employees. BZ delivered an operating surplus of PLN 352 million in 1998 (an increase of 30% over 1997). Performance was adversely affected by exceptional bad debt provisions, resulting in profit before tax of PLN 119 million for the period. AIB has committed to invest a further PLN 250 million (IR(pound)48.5 million) in BZ which, taken in conjunction with the purchase consideration, results in a price to book ratio of 3.3 times. The purchase consideration represents 4.1 times reported book value at 31 December 1998. The purchase of BZ is conditional on Irish and Polish regulatory approvals. The acquisition is expected to close during the third quarter of 1999. The acquisition will be funded from AIB's existing capital. On this basis, this transaction is expected to be marginally accretive for AIB's earnings per share on a cash basis in 2000. After goodwill amortisation, based on reported net assets Net assets The difference between total assets on the one hand and current liabilities and noncapitalized long-term liabilities on the other hand. net assets See owners' equity. at 31 December 1998, the basic earnings per share is modestly dilutive in 2000. This announcement and a detailed informative presentation can be viewed on our internet site at www.aib.ie/investorrelations/home/ -0-
Appendix 1
Bank Zachodni S.A.
PROFIT AND LOSS ACCOUNT
Year Ended: 31 December
PLN million
1997 1998 % Growth
---- ---- --------
Net Interest Income 424 481 13
Non-Interest Income 177 257 45
--- ---
Total Income 601 738 23
Non-Interest Expense 331 386 17
--- ---
Operating Surplus 270 352 30
Provisions 29 233 713
-- ---
Profit before tax 241 119 (51)
Taxation 100 92
--- --
Profit after tax 141 27 (81)
=== ==
BALANCE SHEET
Year ended: 31 December
PLN million
1997 1998
---- ----
Cash & Balances with Central Bank 644 929
Loans to Banks 460 567
Investment Securities 972 1,471
Loans (Net) 3,729 4,582
Other Assets 455 508
--- ----
Total Assets 6,260 8,057
===== =====
Deposits from Banks 296 520
Customer Deposits 4,712 6,198
Borrowings - 8
Other Liabilities 530 636
Shareholders Equity 722 695
--- ---
Total Liabilities & Equity 6,260 8,057
===== =====
Based on Polish Accounting Standards
Appendix II Southwestern Poland Background Data A. Primary Regions Population: In excess of 5 million Main City: Wroclaw B. General Economic Profile - 12.5 to 13.5% of total Polish GDP GDP (guanosine diphosphate): see guanine. - Gross Regional product (GRP GRP Group GRP Group (file name extension) GRP Glass Reinforced Plastic GRP Gastrin-Releasing Peptide (biology) GRP Gross Rating Point (advertising) ) growing by 0.5 - 1.0 percentage points faster than Polish GDP - One of the wealthiest regions (GRP per capita [Latin, By the heads or polls.] A term used in the Descent and Distribution of the estate of one who dies without a will. It means to share and share alike according to the number of individuals. > PLN 7.000 per annum) - Well located in proximity to Germany, Czech Republic and main trans-central European transportation routes Wroclaw has been at the forefront of the economic transformation process and has a fast-growing, diversified economic base supported by good infrastructure and its position as a leading centre of higher education. C. Regional Industrial Structure - Significant Foreign Direct Investment ("FDI FDI See: Foreign direct investment ") from Germany, UK, USA, Sweden and France - Restructuring of traditional industries in progress - Unemployment at 11.6% but falling due to regional growth rates Growth Rates The compounded annualized rate of growth of a company's revenues, earnings, dividends, or other figures. Notes: Remember, historically high growth rates don't always mean a high rate of growth looking into the future. and FDI. - Wroclaw, as major universities site, attracts most FDI - Close trading links with Germany and rest of Poland Growth Sectors -- Manufacturing - Auto-related (Volvo, Volkswagen), computers -- Construction and building materials -- Food processing - Cadbury, Cargill -- Retailing - Tesco, Carrefour, IKEA IKEA Ingvar Kamprad Elmtaryd Agunnaryd (Swedish home furnishings retailer founder's initials and location) -- Tourism Traditional Sectors -- Raw materials - Coal, copper and other minerals -- Power Generation -- Agriculture -- Textiles -- Chemicals Special Economic Zones (SEZ's) -- Region contains 3 of the country's 17 SEZ's -- Generous Tax incentives -- Counter decline of Traditional industries D. Financial Services -- Main Players - BZ and PKO BP (Both State owned) -- Other players - Bank Handlowy, KredytBank PBI PBI protein-bound iodine. PBI abbr. protein-bound iodine PBI, n See iodine, protein-bound. PBI protein-bound iodine. , Bank Slaski, BPH BPH abbr. benign prostatic hyperplasia BPH Benign prostatic hypertrophy, a very common noncancerous cause of prostatic enlargement in older men. and PEKAO S.A. -- Retail deposits as key source of funding -- Low Branch density - 25% of EU average -- Scope for enhancing product range - developing automated banking/card-based services and alliances with insurance companies -- Opportunities for using technology -- Wholesale Banking - Developing Scenario |
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