Fortis to acquire Disbank, Turkey's Seventh Largest Privately Owned Bank


BRUSSELS, Belgium, April 12, 2005 (PRIMEZONE) -- Fortis and Disbank's majority shareholders -- Dogan Group, Dogan family and two funds -- yesterday signed an agreement by which Fortis will acquire 89.3% of Disbank's shares outstanding. Fortis will also make a public bid for the remaining 10.7% of Disbank's shares. Total consideration will be approximately EUR 985 million, subject to price adjustments.With more than one million customers, around 120,000 small entreprise customers and around 10,000 Commercial Banking clients (i.e. medium sized enterprises), Disbank is the seventh largest privately owned bank in Turkey in terms of assets and is listed on the Istanbul stock exchange. The bank has a history of Commercial Banking and has in recent years also developed a strong growing platform in Retail Banking along with selected Merchant Banking activities. Disbank has a network of 173 branches concentrated in the most dynamic regions of the country, of which six are strategically located Business Centres. It is also one of Turkey's best rated banks.

Jean-Paul Votron, Fortis CEO, comments: "This acquisition is fully in line with our strategy to develop our activities outside the Benelux. By seizing this opportunity Fortis has made a strategic investment in a large and fast growing market with a young and dynamic population of over 70 million, a strong tradition of entrepreneurship, and numerous SMEs deeply rooted in the economy. The combination of Disbank's network and market knowledge with Fortis' strength and expertise in cross-selling, multi-channel distribution and risk management will help Disbank to achieve profitable organic growth and to realize its objective to become one of Turkey's leading banks. We warmly welcome the 4,500 new Fortis employees."

Tayfun Bayazit, Disbank's Chairman and CEO, adds: "This acquisition confirms not only Disbank's success but also the positive outlook for the Turkish economy in the eyes of the international financial community. I'm confident that, with Fortis' experience and international network, we will be able to enhance our competitiveness, product range and service quality."

This acquisition is also in line with Fortis's financial objective to achieve a double digit ROI as of 2008 onwards, and it will be EPS accretive as of 2006. In due time Disbank will be rebranded and will operate under the Fortis name.

The final adjustment to the purchase price will be determined on the basis of the audited financial accounts for the period ending 31 May 2005. A public bid will be launched on a date to be determined in agreement with the Capital Market Board. The transaction is subject to the approval by the regulatory authorities.

Fortis

Fortis is an integrated financial services provider active in banking and insurance. With a market capitalization of EUR 28.6 billion (31/03/2005) and around 51,000 employees, Fortis ranks among the top 20 financial institutions in Europe. In its home market, the Benelux countries, Fortis occupies a leading position, which it aims to develop and bolster. Our strategy is to continue to expand growth platforms, building on the quality and expertise we have developed in our home market. We will focus on markets -- both in Europe and globally -- where we have a competitive advantage and where growth can clearly be achieved, for example in Bancassurance, Commercial Banking, Leasing and Factoring, Private Banking and Trust, and Asset Management. Fortis is listed on the stock exchanges of Amsterdam, Brussels and Luxembourg and has a sponsored ADR programme in the United States.

Fortis in Turkey

Fortis has been present in Turkey since 1987 when it opened a Representative Office in Istanbul. It engages mainly in Merchant Banking (Global Export and Project Finance, Institutional Banking and Funds, Global Markets, Corporate Banking) and Commercial Banking. MeesPierson opened a representative office in 2004, mainly dealing with Trust matters.

Disbank

Disbank is Turkey's seventh largest privately owned bank with total assets of EUR 4.1 billion as of 31 December 2004. It is also one of Turkey's best rated banks. It is well positioned in Commercial and Corporate Banking and has a strong presence in Retail Banking, with over one million customers - of which about 120,000 are small enterprises, and 10,000 are Commercial Banking clients (medium sized enterprises) - and over one million credit cardholders ("Ideal" credit cards). It has a network of 173 branches, six of which are strategically located Business Centres.

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