BANCA CARIGE SPA 
By • Agreed sale price for the transfer of € 101 million;
• The transaction will generate a capital gain of € 93 million and a consequent improvement of the CT1 ratio of the Banca Carige Group for 40 bps;
• All the SGR Carige funds (€ 4.2 billion) converge on the Arca SGR funds
• In 2013, Arca SGR reaches the record level of 1.3 billion of total deposits scoring € 24.5 billion of managed assets
Genoa, 30 December 2013 - Today, the acquisition by Arca SGR S.p.A. - primary independent dealer in the asset management market - of the entire share capital of Carige Asset Management SGR S.p.A. was completed.
Through this transaction, Arca SGR aggregates all the assets of Carige SGR amounting to approximately € 4.2 billion assets under management, including € 3.3 billion representing 15 mutual funds, as at 30 June 2013. Thanks to this acquisition, Arca SGR will enlarge its distribution network by accessing the 677 branches of the Banca Carige Group.
Following the present acquisition, the shareholders' meeting of Carige Asset Management SGR S.p.A. was held in order to appoint the new board of directors of the company.
Effective as from 1 January 2014, the Mutual Funds of Carige Asset Management SGR will be incorporated in respective Arca Mutual funds. The owners of the Carige Funds will be assigned units of the Arca Funds on the basis of share swap values determined as at 30 December 2013. Effective again as from 1 January 2014, the sector funds of the Fondo Pensione Aperto Carige will be incorporated in those of the Fondo Pensione Aperto Arca Previdenza. As a result, the positions of the participants to the Carige Fund will be converted in the sector funds of Arca Previdenza at their unit values as at 30 December 2013.
For the Banca Carige Group, the transaction represents the implementation of one of the steps announced as part of the capital reinforcement plan approved by the Board of Directors in the past few months.
Ugo Loser, Chief Executive Officer of Arca SGR, states that: "Arca SGR closed 2013 with record total
net inflows of approximately € 1.3 billion. Thanks to the acquisition of the assets of Carige SGR, the company will reach more than € 24.5 billion of managed assets. The Fondo Pensione Aperto Arca Previdenza will be one of the first supplementary pension funds in Italy with assets of more than € 2.3 billion, more than 166,000 participants, 22,000 of which employees of the Credit sector, confirming the leading position of Arca in supplementary pensions. "
"We complete the negotiations with Arca SGR for the transfer of Carige AM SGR to our great satisfaction - states the Chairman of Banca Carige, Cesare Castelbarco Albani - The disposal of Carige AM SGR represents an important step towards the implementation of the reinforcement plan of the Group".
Piero Luigi Montani, the Chief Executive Officer of Banca Carige, continues: "The importance of the beginning of an industrial partnership with a leading dealer in the sector such as Arca SGR - which we have already had the opportunity to appreciate within the collaboration with ICBPI - must also be underlined. From now on, the mutual funds placed through the network of the Banca Carige Group will offer to our customers the added value generated by the experience and by the expertise of an important player at the national level and of a high-profile brand".
Banca Carige was assisted in the transaction by Leonardo & Co. S.p.A. and by Mediobanca S.p.A., as financial advisors, and by Legance Avvocati Associati as legal advisor.
Arca SGR was assisted by Studio Freshfields Bruckhaus Deringer for legal aspects, by Ernst & Young for fairness opinion, by PwC for due diligence and operational aspects and by Studi Arquilla e Spadaccini for tax aspects.
Set up in 1983 by 12 cooperative banks, Arca SGR is today one of the first asset management companies operating in Italy, with total assets under management - retail and institutional - of approximately € 24.5 billion. Thanks to the presence of more than 120 operating dealers with more than 8,000 branches and a network of financial advisors and online channels, Arca SGR has one of the largest and most extended distribution networks in Italy.
In the segment of Open Pension Funds, Arca SGR manages Arca Previdenza, the first Open Pension
Fund in Italy for assets and number of participants (Source: IAMA - figures as at 31 October 2013). It is the first open pension fund for number of collective participations with more than 39,000 employees through 3,000 collective participations of companies.
Info
Arca Sgr
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Paolo Mazzoni - +39 335 14 15 590
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Fax +39 010 579 4927
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