NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION IN OR INTO OR FROM THE UNITED STATES, AUSTRALIA OR JAPAN.
THIS ANNOUNCEMENT DOES NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY ANY SECURITIES; ANY OFFERS TO SELL OR EXCHANGE ARE MADE IN CERTAIN JURISDICTIONS AND ONLY FOLLOWING APPROVAL BY THE RELEVANT REGULATORS.
UniCredito Italiano S.p.A. ("UniCredit") confirms that the agreed business combination with Bayerische Hypo- und Vereinsbank AG ("HVB"), announced on June 12, 2005, is progressing positively.
The UniCredit and HVB Groups are working together to define a detailed integration plan and, following initial work from the Integration Office, are confident to achieve the envisaged synergies and financial targets.
Today, UniCredit decided to amend the takeover offer for all shares of HVB ("HVB Offer") by waiving all conditions precedent relating to antitrust and regulatory clearances not yet occurred, except for clearance by the EU Commission. UniCredit will continue working towards receiving the remaining regulatory and antitrust decisions timely.
In accordance with applicable German law, the amendment of the HVB Offer triggers an extension of the acceptance period of the HVB Offer by two weeks. The acceptance period will thus expire on October 24, 2005 and, therefore, the minimum acceptance threshold of 65% will need to be reached by then for the HVB Offer to succeed. UniCredit would like to point out that, according to German takeover law, the terms of the HVB Offer cannot be amended further.
With approximately 17.5% of total HVB shares outstanding tendered as of 17:00h CET on October 7, 2005, and on the back of the public statements by Munich Re (holding a 18.3% stake in HVB) and by Bayerische Landesstiftung and Bayerische Forschungsstiftung (holding together a stake in HVB of approximately 4%) confirming their decisions to tender their shares, UniCredit is convinced that the HVB Offer will be successful.
Enquiries
Media Relations:
Tel. +39 02 88628236; e-mail: Uci.Ufficiostampa@unicredit.it
Investor Relations:
Tel. + 39 02 88628715; e-mail: UCI-InvestorRelations@unicredit.it
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