Acquisition of BEG
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Acquisition of BEG
December 2001
2
11th largest GDP in Brazil with one of the highest growth
potentials;
5.0 million inhabitants (Approximately 50% economically
active);
GDP has grown at equal or higher rates than the national
GDP;
The Goiás’ GDP structure shows the prevalence of the
services sector with 53.5%, followed by the industrial
sector with 30.9% and 15.6% in the agricultural sector.
Goiás
Strategic Vision
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Leadership also in the state of Goiás (after RJ, MG and PR);
471 thousand customers, with approximately 135 thousand public officers;
290 thousand individual customers and 151 thousand savings accounts;
Almost 30 thousand company customers (approximately half are public companies);
192 thousand debt cards, 53 thousand credit cards, 32 thousand capitalization plans;
Experience in valuation and consolidation of public banks.
Motivators
Strategic Vision
4BEG Benefits for Itaú
With the BEG acquisition, Itaú takes the leadership in number of branches in the state of Goiás and in the city of Goiânia
Market Share of the Largest Banks in Goiás After the Privatization:
5757168168 119119 8787 2828
5.4%
11.1%
16.9%
23.1%
32.4%
BEG+Itaú BB Bradesco CEF HSBC
28.7%
Number of Branches (in Goiás)
5
Operating Statistics (BEG vs. Itaú) – September 2001
BEG ITAÚ Goiás
Number of Branches (Goiás) 149 19
(R$ Million)
Demand Deposits 302 41Savings Deposits 89 84Mutual Funds 312 103Time and Legal Deposits 252 6Total of Resources 955 234
Credit Operations (Total) 261 102
Banking Service Fees / Net Income from Financial Operations 52.4% 60.9%
Efficiency Ratio 73.6% 54.9%
Consolidated *
* BEG – Financial Consolidated, Itaú – Consolidated. Sep/01
Strategic Vision
3 2,090 Number of Branches (Other States)1,710 45,547
Number of Employees *
6Summary of the Transaction
Transaction: Acquisition of Banco do Estado de Goiás S.A. - BEG by Banco Itaú S.A.
Transaction Value: R$ 665,000,000.00.
Interest Acquired: 84.46% of the shares sold by the State of Goiás.
Minority Interest: i) public offer to minoritaries (6.15%) at 80% of the price of the auction;
ii) an interest of 9.38% can be acquired by the employees at a 50% discount and with an option to sell to Itaú at 80% of the price of the auction;
Form of Payment: Banco Itaú may pay until 90% of the value of the acquisition in several types of bonds and
privatization certificates.
Forecasted Synergies: Similar to Bemge, Banerj and Banestado.
Due Diligence: Extensive Due Diligence was performed.
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Amount paid considering bonds by their face value
Amount paid considering Economic Value
Recorded Value of the Investment
Net Income by Reversal of the Provisions for Bonds belonging to the Group
R$ Million
Effects of the Acquisition
665
546
628
116
512
Preliminary studies indicate an eventual booking of provisions for restructuring of R$ 55 million, which represents 33% of Personnel Expenses + Other Administrative Expenses of 2001.
8Summary
– Banco Itaú’s acquisition of BEG has strong strategic and financial justification with an adequate management of the risk inherent to the transaction:
• Leadership in the State of Goiás;
• Acquisition of 471 thousand new customers;
• Attractive Internal Rate of Return on the Investment;
• Positive impact on Banco Itaú’s earnings;
• We estimate R$ 60 million of net income in 2003 and, in 2004, after the end of the integration of BEG to Itaú, R$ 80 million;
• Acquisition without dilution for the shareholders.
Acquisition of BEG
December 2001