Milano, 26 April 2005

• A capital increase resolved upon to service the Stock Option Plan related to the years 2003 and 2004

 

• Quarterly report as at 31^st March 2005 to be presented on 30^th May drawn up in compliance with the IAS/IFRS standards

 

The Board of Directors, which met today under the chairmanship of Giovanni Bazoli, verified that the performance objectives for the exercising of the options related to the years 2003 and 2004 set forth in the Stock Option Plan connected to the implementation of the 2003-2005 Business Plan had been achieved.

 

In particular,

• the financial indicator EVA^®- Economic Value Added for the Group was positive in 2004 for an amount of 312 million euro while it was negative in 2002 for 1,187 million;
• the total return on the Banca Intesa ordinary shares in the years 2003 and 2004 was around 82%;
• market capitalisation increased by 10.5 billion euro between the end of 2002 and the end of 2004.

 

The Board of Directors, in execution of the mandate received from the Extraordinary Shareholders’ Meeting of 17^th December 2002, therefore resolved upon a capital increase for a maximum amount of 35,186,890 euro share capital and a share premium reserve of 103,545,368 euro to service the Stock Option Plan through the issuing of a maximum 67,667,096 new ordinary shares with a nominal value of 0.52 euro to be assigned to 211 managers holding the options.

 

Managing Director & CEO Corrado Passera and the top executives will exercise their options within the period 2^nd-13^th May 2005, pursuant to provisions contained in the Internal dealing code. The resulting shares will be simultaneously traded “in blocks”. The Group’s top managers have made known that at least 50% of their capital gains will be simultaneously invested in Banca Intesa shares. The Managing Director & CEO has communicated that he will hold his entire capital gain invested in Banca Intesa shares.

 

* * *

 

Following Consob (the Italian Securities Exchange Commission) resolution No. 14990 dated 14^th  April 2005 fixing, among others, a 30-day extension of the terms for the approval of those quarterly reports as at 31^st March 2005 prepared in compliance with IAS/IFRS standards, Banca Intesa communicates that both the effects from the first time application of IAS/IFRS and the first quarterly report drawn up in accordance with the new international standards will be approved by the Board of Directors and disclosed on 30th May 2005.

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