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  • BNP Paribas completes the acquisition of Fortis Bank and forms a strategic partnership in insurance with Fortis - BNP Paribas Ireland
    Bank for 11 7 billion Two other additional transfers will be submitted to the General Meeting of BNP Paribas shareholders that has been convened for the 13th May a second transfer by SFPI of an additional stake of approximately 20 39 in Fortis Bank s share capital and voting rights to BNP Paribas In consideration for this transfer BNP Paribas will issue 32 982 760 ordinary shares to SFPI a third transfer by the Grand Duchy of Luxembourg of an approximately 16 57 stake in the share capital and voting rights of BGL in which Fortis Bank holds a controlling interest to BNP Paribas In consideration for this transfer BNP Paribas will issue 11 717 549 ordinary shares to the Grand Duchy of Luxembourg Finally the board of directors of BNP Paribas will reconvene after the General Meeting chaired by Michel Pebereau to approve the transfer by the Grand Duchy of Luxembourg of a further approximately 0 69 of shares and voting rights of BGL to BNP Paribas In consideration for this transfer BNP Paribas will issue 500 000 ordinary shares to The Grand Duchy of Luxembourg Following these four transfers the Belgian State via SFPI will hold 11 6 of BNP Paribas ordinary shares and voting rights while the Grand Duchy of Luxembourg will hold 1 2 of the ordinary shares and voting rights BNP Paribas share capital will be divided into 1 045 531 710 ordinary shares and 187 224 669 non voting shares each with a nominal value of 2 The new ordinary shares will have the same rights and obligations including entitlement to the dividend for year ended December 31 2008 as existing BNP Paribas shares with effect from their issue date BNP Paribas will hold 74 93 of the share capital of Fortis Bank and directly 15 96 of the share capital of BGL in addition to 50 01 of the share capital of BGL held via Fortis Bank This transaction is totally in line with the bank s acquisition strategy enabling it to deploy its proven integrated banking model to new high quality franchises and two new domestic markets BNP Paribas has developed a solid universal banking model based on three core businesses retail banking investment solutions and corporate and investment banking Commenting on this transaction Baudouin Prot CEO of BNP Paribas said BNP Paribas is fully aware of its responsibilities towards all Fortis s private corporate and institutional customers and towards all employees and the economies of both countries The project of tying up with Fortis Bank will be strongly value creative for all stake holders Initial meetings between the staff revealed a strong desire to work together The professionalism of Fortis employees coupled with BNP Paribas renowned expertise in terms of integration will be key success factors for this transaction i e 9 8 of total capital i e 1 0 of total capital About BNP Paribas BNP Paribas www bnpparibas com is a European leader in global banking and financial services

    Original URL path: http://www.bnpparibas.ie/en/2009/05/12/bnp-paribas-completes-the-acquisition-of-fortis-bank-and-forms-a-strategic-partnership-in-insurance-with-fortis/ (2016-02-17)
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  • BNP Paribas Group: Results as at 31 March 2009 - BNP Paribas Ireland
    euros posted in the first quarter 2008 These fair value adjustments broke down as 401 million euros for the CIB division 69 million euros for the Investment Solutions division and 85 million euros for the Corporate Centre The latter also posted a positive fair value adjustment of 57 million euros related to the debt issued by the Group compared to 183 million euros in the first quarter 2008 The Group s operating expenses which totalled 5 348 million euros were up 16 1 compared to the first quarter 2008 Thanks to the cost cutting measures implemented across all the businesses they were down 2 4 at constant scope and exchange rates and excluding variable compensation in accordance with the target to stabilise costs in 2009 The operating divisions cost income ratio at 56 1 improved by 7 9 points The gross operating income which was 4 129 million euros was up 1 339 million 48 compared to the first quarter 2008 reflecting the Group s good operating performance this quarter and allowing it to absorb the additional cost of risk The cost of risk totalled 1 826 million euros or 128bp of risk weighted assets1 compared to 546 million euros in the first quarter 2008 and 2 552 million euros in the fourth quarter 2008 In the Group s two domestic markets France and Italy the cost of risk remained moderate at respectively 35bp1 and 74bp1 However the downturn in the economy affected the other loan portfolios in particular at BancWest Personal Finance in Ukraine and from now on also in CIB s financing businesses Lastly the direct effects of the financial crisis still weighed to the tune of 356 million euros on the cost of risk this quarter compared to 186 million euros in the first quarter 2008 primarily

    Original URL path: http://www.bnpparibas.ie/en/2009/05/06/bnp-paribas-group-results-as-at-31-march-2009/ (2016-02-17)
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  • The combination of BNP Paribas and Fortis Bank is widely approved by Fortis Holding's shareholders - BNP Paribas Ireland
    leading group in Europe whose primary objective is to support the real economy by offering loans to individuals and companies managing customers savings financing major projects and supporting exporters The consolidated group formed by BNP Paribas and Fortis Bank will be the number 1 bank in the euro zone in terms of deposits with 540 billion euros and the only European financial services group with four domestic markets Belgium France Italy and Luxembourg A major force in retail banking the new group will also be one of the top ranked players in corporate and investment banking private banking and asset management Beyond its domestic markets the new group will have strong positions in many other retail banking markets such as the United States countries surrounding the Mediterranean Turkey and North African countries in particular Poland and Ukraine For Fortis Bank customers the deal is good news They will benefit from the solidity of BNP Paribas as well as from its global service platforms while continuing to be served locally by their usual branch and banking adviser BNP Paribas reaffirms its commitment to the economies of Belgium and Luxembourg As a part of BNP Paribas Fortis Bank will remain a fully operative bank All decision making affecting customers in Belgium and Luxembourg will remain local Similarly deposits collected by the retail banking networks will be fully recycled as loans within the respective national economy in the country where these deposits are collected The Chairman of the Board of Directors of Fortis Bank will be a Belgian national BNP Paribas reaffirms its commitment to have several centres of European or international expertise based in Belgium and Luxembourg Employment issues relating to the integration will be limited due to the fact that BNP Paribas does not have a branch network in Belgium and Luxembourg If increased productivity becomes necessary BNP Paribas has undertaken to deal with it by favouring natural attrition or internal mobility within the Group In recent months the exchanges between the Fortis and BNP Paribas teams have enabled the employees of both organisations to confirm their continued commitment and highlighted the similarities in each s corporate culture This will facilitate the integration process BNP Paribas takes this opportunity to thank the employees of Fortis Bank for the professionalism they have shown throughout these past months through their continued dedication to their customers and their projects Today the new group has more than 200 000 employees in more than 85 countries Over the coming weeks the members of the new Fortis Bank Board of Directors Management Committee and Executive Committee will be appointed At the same time 61 working groups will begin the task of bringing the two organisations together For their part the BNP Paribas Board of Directors will welcome two new directors who will be designated by the Belgian government BNP Paribas will give further details of the next stages of the integration process at the May 6th press conference when the first quarter results will be presented Baudouin

    Original URL path: http://www.bnpparibas.ie/en/2009/04/29/the-combination-of-bnp-paribas-and-fortis-bank-is-widely-approved-by-fortis-holdings-shareholders/ (2016-02-17)
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  • Issue of 5.1 billion euros of non-voting shares as part of the French plan to support the economy - BNP Paribas Ireland
    Dividend no dividend is to be paid if no dividend is paid to ordinary shares 105 of ordinary share dividend based on 2009 earnings 110 in 2010 115 from 2011 to 2017 125 from 2018 onwards subject to a cap and a floor set as yields based on the Current Amount 2 floor fixed rate of 7 65 3 for 2009 prorata temporis ie 1 6 euro per share then increased by an incremental 25bp for each year until 2014 so that the fixed rate will be brought to 8 90 from 2014 onwards cap fixed rate of 14 80 ie 4 1 euros per share Repurchase price At the initiative of BNP Paribas non voting shares can be repurchased at any time under the following terms and conditions repurchase price average of the daily volume weighted average prices of the ordinary share over the last 30 trading days before the repurchase date subject to a cap and a floor floor 100 of the Current Amount 2 of non voting shares before June 30th 2013 and 110 from July 1st 2013 onwards cap 4 as a percentage of the issue price 103 until 30 6 2010 105 until 30 6 2011 110 until 30 6 2012 115 until 30 6 2013 120 until 30 6 2014 125 until 30 6 2015 130 until 30 6 2017 140 until 30 6 2019 150 until 30 6 2022 160 from 1 7 2022 onwards Commitments of BNP Paribas vis à vis the French state BNP Paribas is committed to growing its total loan book to the French economy by ca 4 in 2009 The Group also committed to implementing the Decree relative to the remuneration of top management for companies which benefited from the support of the state ie namely not granting any stock options to corporate officers in 2009 and 2010 Finally the Group is committed not to buy back shares as long as non voting shares will be held by the French state except to cover employee stock ownership schemes or within the framework of day to day management of the Group Commenting on this decision Baudouin Prot CEO stated faced with an unprecedented global financial crisis the French government has introduced a scheme to strengthen the banks capital in order to support the ongoing financing of the French economy BNP Paribas intends to fully play its role in this scheme in the respect of its clients and shareholders best interests About BNP Paribas BNP Paribas www bnpparibas com is a European leader in global banking and financial services and is one of the 6 strongest banks in the world according to Standard Poor s The group is present in 85 countries with more than 173 000 employees including 132 700 in Europe The group holds key positions in three major segments Corporate and Investment Banking Asset Management Services and Retail Banking Present throughout Europe in all of its business lines the bank s two domestic markets in retail banking

    Original URL path: http://www.bnpparibas.ie/en/2009/03/31/issue-of-5-1-billion-euros-of-non-voting-shares-as-part-of-the-french-plan-to-support-the-economy/ (2016-02-17)
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  • New agreement on the terms of the acquisition of Fortis' activities in Belgium and Luxembourg - BNP Paribas Ireland
    vehicle fully guaranteed by the Belgian State on demand Partial guarantee from the Belgian State of the portfolio of structured assets remaining on Fortis Bank s balance sheet Because of the modification to the scope of the SPV the portion of the portfolio of structured loans remaining on the balance sheet of Fortis Bank will be reduced by 2 billion euros and will represent a nominal value of around 21 5 billion euros This portfolio will carry a guarantee by the Belgian State on the second level of loss Beyond a first tranche of final loss against the notional value of 3 5 billion euros largely provisioned in the purchase accounting the Belgian State will guarantee on demand a second loss tranche up to 1 5 billion euros Mechanism for maintaining the Tier 1 ratio of Fortis Bank at 9 2 Fortis Bank will have the option for a period of three years to issue should its Tier 1 ratio fall below 9 2 Tier 1 eligible securities to the Belgian State which undertakes to subscribe to them up to a maximum of 2 billion euros in the form of non innovative hybrid instruments or the form of shares as long as the State s participation remains below 50 Maintenance of the existing CASHES mechanism The CASHES mechanism will no longer result in the payment by Fortis Holding of a 2 35 billion euros advance as stipulated in the initial Protocol but will carry a guarantee mechanism by the Belgian State on any eventual payments to be received by Fortis Bank from Fortis Holding The industrial project The project will create the leading European banking group with 4 domestic markets in retail banking with a deposit base of more than 540 billion euros and a loan to deposit ratio of 120 The BNP Paribas Group will extend its integrated retail banking model to Belgium and Luxembourg and this includes bancassurance thanks to a strong partnership with Fortis Insurance Belgium In addition BNP Paribas confirms its intention to locate several of its European or global decision centres in Belgium and in Luxembourg The new group will also enjoy greater scale in the strategic businesses of asset management and private banking with more than 660 billion euros in assets under management for the combined group It will rank among the top three players in Belgium Luxembourg and France offer complete coverage of Western Europe in terms of asset management and hold key positions in Asia Finally in Corporate and investment banking the combined group will hold strong franchises in financing businesses and will continue to adapt its strategy to the new environment in accordance with a customer oriented model as well as policies to reduce risks and therefore allocated capital For customers and employees Fortis Bank s joining one of the most solid European banking groups will end a long period of uncertainty The project proposed by BNP Paribas will allow Fortis Bank to quickly recover its capacity to serve the Belgian

    Original URL path: http://www.bnpparibas.ie/en/2009/03/08/new-agreement-on-the-terms-of-the-acquisition-of-fortis-activities-in-belgium-and-luxembourg/ (2016-02-17)
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  • BNP Paribas Group: Results as at 31 December 2008 - BNP Paribas Ireland
    the Group s two domestic markets are the lowest in Europe Pre tax income was 3 924 million euros compared to 11 058 million euros in 2007 These profits stemmed from the ability of Retail Banking and AMS to hold up and to generate return on pre tax allocated equity of 25 and 28 respectively CIB posted net losses of 1 189 million euros as a result of the extremely violent market conditions at the end of the year These losses nevertheless reflect a relative resilience compared to similar activities in other banks The net income group share totalled 3 021 million euros compared to 7 822 million euros in 2007 CONTRASTING RESULTS IN THE CORE BUSINESSES IN THE FOURTH QUARTER The fourth quarter was marked by three aggravating factors stemming from the crisis subsequent to the collapse of Lehman a rapidly accelerating decline in equity markets 19 for the Eurostoxx 50 bringing the fall to 49 for 2008 This plummeting of the equity markets resulted in an impairment charge to the Group s listed investment portfolio 441 million euros and to the Insurance business unit s accounts 142 million euros unprecedented market dislocation The drying up of liquidity accentuated the sudden and huge collapse of equity markets the extremely sharp rise in volatility and correlations between equities and indices as well as a dislocation of usual hedges relations This accumulation of events unprecedented in magnitude on all markets led to negative revenues of 1 149 million euros in CIB s market related business In total the Group s revenues were down 29 9 compared to the fourth quarter 2007 at 4 850 million euros a very sharp rise in the cost of risk The deep crisis in the markets resulted in a deterioration of the situation of defaulting monoline

    Original URL path: http://www.bnpparibas.ie/en/2009/02/19/bnp-paribas-group-results-as-at-31-december-2008/ (2016-02-17)
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  • Press Release - 11 february 2009 - BNP Paribas Ireland
    shareholders and the support of so many of Fortis Bank s employees BNP Paribas points out that only the original protocol signed on the 10th October 2008 remains valid until the 28th February 2009 About BNP Paribas BNP Paribas www bnpparibas com is a European leader in global banking and financial services and is one of the 6 strongest banks in the world according to Standard Poor s The group is present in 85 countries with more than 171 000 employees including 131 000 in Europe The group holds key positions in three major segments Corporate and Investment Banking Asset Management Services and Retail Banking Present throughout Europe in all of its business lines the bank s two domestic markets in retail banking are France and Italy BNP Paribas also has a significant presence in the United States and strong positions in Asia and the emerging markets Press Contact Antoine Sire 33 1 40 14 21 06 antoine sire bnpparibas com Jonathan Mullen 33 1 42 98 13 36 jonathan mullen bnpparibas com Christelle Maldague 33 1 42 98 56 48 christelle maldague bnpparibas com Céline Castex 33 1 42 98 15 91 celine castex bnpparibas com Alia Ouabdesselam 33

    Original URL path: http://www.bnpparibas.ie/en/2009/02/11/press-release-11-february-2009/ (2016-02-17)
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  • Amendments to the terms governing the acquisition of Fortis' activities in Belgium and Luxembourg - BNP Paribas Ireland
    save a tranche of super senior debt worth 1 5 billion The CASHES mechanism wouldn t give rise to a prepayment of 2 35 billion by Fortis Holding to Fortis Bank as initially set out in the Protocol but any future exposure of Fortis Bank to Fortis Holding would be backed by a guarantee by the Belgian state The acquisition of 75 of Fortis Bank Belgium and the additional 16 of Fortis Bank Luxembourg paid for by issuing BNP Paribas shares at 68 a share as set out in the initial Protocol remains unchanged The other provisions of the Protocol equally remain in place The amended Protocol if approved will allow BNP Paribas to implement its project for Fortis banking activities including asset management and private banking which is in the interests of clients staff and shareholders as well as the Belgian and Luxembourg economies Some of BNP Paribas group activities will be managed globally from Brussels Given Fortis Banks estimated 4th quarter results see its press release dated 22 01 2009 BNP Paribas now expects this deal to have a neutral pro forma as at 31st December 2008 impact on its Tier 1 ratio After the pro forma effects of this deal and of the second stage of the French plan to support the financing of the economy the Tier 1 ratio should be a little over 8 This deal would be accretive less restructuring costs from 2010 This project complies fully with BNP Paribas acquisition strategy It would allow BNP Paribas to roll out in the heart of Europe its tried and tested integrated banking model with two new high quality franchises and two new domestic markets Philippe Bordenave CFO will host an analyst conference call today at 14 30 CET to discuss this press release A live

    Original URL path: http://www.bnpparibas.ie/en/2009/02/02/amendments-to-the-terms-governing-the-acquisition-of-fortis-activities-in-belgium-and-luxembourg/ (2016-02-17)
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