Unicredit and the Turkish banking group Koç have closed the agreement for the transfer of shares and the resolution of the shareholders' agreement of KFS. Upon completion of the transaction, which is subject to regulatory clearances, the following changes will occur:
- Koç Group will acquire UniCredit's entire 50 percent stake in KFS, thereby becoming the sole shareholder of KFS. KFS will simultaneously sell 31,93 percent and 9,02 percent of YKB, respectively to UniCredit and Koç Holding;
- at the same time, the parties will dissolve the KFS shareholders' agreement.
As a result, upon completion of the operation, Unicredit will hold a direct stake of 31,93 percent in YKB. Koç Holding and associated shareholders will instead hold a total direct and indirect stake in YKB of 49,99 percent (of which 40,95 percent indirectly through KFS and 9,04 percent directly). The remaining approximately 18 percent of YKB's shares will continue to be listed on the Istanbul Stock Exchange. The total consideration for Unicredit, net of the penalty agreed for the early termination of the agreement (approximately €110 million, including related taxes) and all applicable taxes expected to be paid at KFS level (i.e. approximately €150 million) and liquidated by Unicredit, will have a substantially zero cash impact.
The impact of the transaction on the consolidated income statement, equal to -0,4 billion, will be accounted for at the signing of the agreement, in the fourth quarter of 2019. Upon closing of the transaction, the release of the negative exchange reserve on a pro-rata basis will be reversed to the income statement, generating a further impact of -0,6 billion, while it will be neutral on CET1. Upon closing of the transaction, a positive impact on Unicredit's CET1 ratio is expected of around 5 basis points, taking into account both the negative impact on the income statement referred to above, and the release of risk-weighted assets of around 5 basis points. billion, due to the 9,02 per cent reduction in YKB's stake, out of a total of approximately 23 billion as at 30 September 2019.
