Portugal's Banco BPI Clears Voting-Cap Hurdle, Making Way for Caixa Takeover -- 2nd Update
September 21 2016 - 4:03PM
Dow Jones News
By Patricia Kowsmann
LISBON -- Shareholders of Portuguese lender Banco BPI SA on
Wednesday approved the removal of a 20% voting-rights cap, paving
the way for Spain's CaixaBank SA to advance with a fresh takeover
offer for the lender.
CaixaBank currently owns about 45% of BPI, but because of the
cap, its power is roughly equivalent to that of Angolan
businesswoman Isabel dos Santos, who owns 18.6% of the lender.
CaixaBank had made removal of the cap a key condition for its
EUR1.113-a-share offer. Late Wednesday, the Spanish bank increased
its offer to EUR1.134 a share, valuing the Portuguese lender at
EUR1.65 billion ($1.84 billion). Shares of the lender, which were
halted from trading Wednesday, last traded Tuesday at EUR1.09.
BPI sought to woo Ms. dos Santos into accepting the cap removal
by offering to give her control of the lender's Angolan unit. Late
Tuesday, BPI said it was willing to sell 2% of Banco de Fomento
Angola SA for EUR28 million to Unitel SA, a mobile operator
controlled by Ms. dos Santos. That would raise Unitel's stake in
the lender to 51.9% from 49.9%.
Small shareholder Violas Ferreira Financial SA, which owns 2.7%
of BPI, signaled it too had run out of options to block the
CaixaBank offer, which it has complained was too low. Two previous
votes had to be postponed because of court injunctions requested by
Violas, mostly on technical grounds.
In a statement, BPI said the cap removal it had proposed was
approved by 94% of those who voted.
CaixaBank and Ms. dos Santos have been involved in a lengthy
battle over the future of BPI and Banco de Fomento after a 2014
European Union ruling placed Portugal's former colony, Angola,
among countries whose debt is riskier than that of its own
members.
That ruling prompted the European Central Bank to tell BPI that
it must either raise more capital to cover its exposure to Angola's
debt or shed the Angolan unit.
At one point, BPI, with CaixaBank's support, proposed spinning
off the Angola unit as a free-standing company while keeping
control to resolve the issue. But Ms. dos Santos, who is the
daughter of Angola's president and Africa's wealthiest woman,
blocked the move in a shareholder vote.
In March, talks between CaixaBank and Ms. dos Santos started
revolving around the Spanish lender buying Ms. dos Santos's stake
in BPI and Ms. dos Santos taking control of Banco de Fomento.
The negotiations, however, fell apar t, and in April, CaixaBank,
Spain's third-largest lender by market value, launched a bid for
BPI. Tuesday's offer from BPI, if accepted by Ms. dos Santos, would
resolve the lender's troubles with the ECB.
CaixaBank, which is looking to expand beyond its domestic
borders to bolster profitability, has said it expected the deal for
BPI to close in the third quarter.
For Portugal, handing BPI over to a larger lender would be a
relief, given the struggles of the banking sector. While Portugal
didn't face a property bubble like eurozone peers Spain and
Ireland, its companies have been hit hard by a sovereign-debt
crisis that led the country to request a EUR78 billion bailout in
2011. A portfolio of souring company loans, along with low interest
rates, are hurting lenders' profitability and eating up their
capital cushion.
Write to Patricia Kowsmann at patricia.kowsmann@wsj.com
(END) Dow Jones Newswires
September 21, 2016 15:48 ET (19:48 GMT)
Copyright (c) 2016 Dow Jones & Company, Inc.
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