Today, Banca Intesa has entered into a share purchase agreement for the sale of its Peruvian subsidiary Banco Wiese Sudameris (BWS) to Scotiabank, a leading Canadian bank currently operating in thirty countries in the Caribbean, Central and South America. This transaction marks the completion of Banca Intesa’s disengagement from Latin America as set forth in the strategic objectives of the 2003-2005 Business Plan.

The agreement provides that Banca Intesa transfers control of BWS to Scotiabank for a consideration consisting of a minority stake of 19.95% in the entity resulting from the subsequent merger of the operations of BWS and Banco Sudamericano, where Scotiabank is currently a 35% shareholder. The agreement further provides, beginning from the sixth year immediately following the closing, for a put/call option on Banca Intesa’s stake in the combined entity.

As contemplated in the agreement, the entity resulting from the merger will be strengthened with funds made available by Scotiabank and Banca Intesa of approximately USD 265 million each. The stake in the combined entity will be reflected in the consolidated financial statements of Banca Intesa at approximately USD 65 million. There is no charge to Banca Intesa’s 2005 consolidated statement of income, as the transaction with Scotiabank sets a value for Banca Intesa’s shareholding in BWS which is in line with the current valuation of BWS in Banca Intesa’s consolidated financial statements.

The entity resulting from the integration of BWS and Banco Sudamericano will operate in Peru with over 130 branches and will rank third in its domestic banking system with total assets of approximately USD 3.5 billion.

Closing of the transaction, where UBS Investment Bank has advised Banca Intesa, is expected to take place by the first quarter of 2006 upon approval of the relevant authorities.


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