We Are Here For You

Insurance Sale Finalised

Yapı Kredi finalises sale of its insurance businesses with a capital gain of TL 1,243 mln1

Yapı Kredi finalises sale of its insurance businesses with a capital gain of TL 1,243 mln1

As of 12 July 2013, the transaction regarding sale of Yapı Kredi Group’s (‘Yapı Kredi’) non-life insurance subsidiary Yapı Kredi Sigorta (‘YKS’) and life insurance/pension subsidiary Yapı Kredi Emeklilik (‘YKE’) has been finalised following obtainment of all regulatory approvals. The total net cash consideration is TL 1,601,823,3542.
As the first pillar of the transaction, in accordance with the Share Purchase Agreement dated 26 March 2013, sale of Yapı Kredi’s 93.95% stake in YKS, including YKE, to Allianz SE (‘Allianz’) has been completed. Accordingly, for the sale of its insurance businesses, Yapı Kredi has received a total cash consideration of TL 1,789,931,166 in the following way:

* TL 1,410,079,178 for 74.01% stake of Yapı Kredi Bank in YKS corresponding to TL 75,481,641.12 nominal shares
* TL 228,408,933 for 11.99% stake of Yapı Kredi Yatırım (Yapı Kredi’s brokerage subsidiary) in YKS corresponding to TL 12,226,746.81 nominal shares
* TL 151,443,055 for 7.95% stake of Yapı Kredi Factoring in YKS corresponding to TL 8,106,757.77 nominal shares

As the second pillar, in accordance with the Take-Out Asset Sale and Purchase Agreement between Yapı Kredi and YKS dated 26 March 2013, 19.93% stake in YKE representing TL 11,557,471.50 nominal shares was bought-back from Allianz by Yapı Kredi through its subsidiary Yapı Kredi Leasing for a cash consideration of TL 188,107,812. Yapı Kredi will retain the 19.93% stake in YKE in order to benefit from the expected strong growth in the life insurance and pension business in Turkey.

As the third pillar of the transaction, Yapı Kredi entered into a 15-year exclusive Strategic Distribution Agreement (‘Bancassurance Agreement’) with Allianz for distribution of insurance and pension products in Turkey through its network of 933 branches and innovative alternative delivery channels. The partnership combines Yapı Kredi’s customer-focused leading retail franchise with Allianz’s global experience in developing and managing insurance products. Throughout the duration of the Bancassurance Agreement, Yapı Kredi will receive a contingent additional performance-based commission in addition to the standard commission flows.

Capital gain (before tax) of TL 1,243 mln, which will be booked in Yapı Kredi’s 3Q13 solo BRSA financial statements, is expected to have a positive impact on Yapı Kredi’s capital adequacy ratio by ~80bps on a solo basis and ~90bps on a consolidated basis vs December 2012.

(1) Before tax, bank-only

(2) Equivalent to €684 mln, at the exchange rate of 2.3425 TL/€. Excludes €400K paid by Allianz to Yapı Kredi as contractual interest in relation to the closing date, according to the Share Purchase Agreement

Istanbul, 12 July 2013

Yapı Kredi Investor Relations Tel: (90) (212) 339 7323

Email: yapikredi_investorrelations@yapikredi.com.tr

Yapı Kredi / 12 Jul 2013