Vilnius, Lithuania, 2013-02-28 10:57 CET (GLOBE NEWSWIRE) -- We hereby notify that on 23 February 2013 Public limited liability company Ūkio bankas, legal entity code 112020136, with its registered office at Maironio 25, Kaunas, the Republic of Lithuania (“Ūkio bankas”), Public limited liability company Šiaulių bankas, legal entity code 112025254, with its registered office at Tilžės 149, Šiauliai, the Republic of Lithuania (“Šiaulių bankas”) and State Enterprise “Indėlių ir investicijų draudimas”, legal entity code 110069451, with its registered office at Algirdo g. 31, Vilnius, the Republic of Lithuania, the administrator of the Deposit and Investment Insurance Fund (the “Fund”), signed the Assets and Liabilities Transfer Agreement (the “Agreement”) in respect of the transfer of certain assets, rights, transactions and liabilities of Ūkio bankas to Šiaulių bankas.
Based on the Agreement, Šiaulių bankas assumes the assets (rights) of Ūkio bankas valued at LTL 1.9 billion and liabilities of Ūkio bankas valued at LTL 2.7 billion. The difference of LTL 800 million between the assumed liabilities and assets will be covered by the Fund.
The transfer of the assets of Ūkio bankas to Šiaulių bankas is based on the preliminary valuation carried out by KPMG Baltics, UAB (legal entity code 111494971, with its registered office at Upės 21, Vilnius, the Republic of Lithuania) and approved by the Board of the Bank of Lithuania. For the purpose of making accurate evaluation of the transferred assets and liabilities, within three months as of the date of the Agreement the transferred assets and liabilities will be subject to final valuation. If the final valuation reveals that the value of the transferred assets exceeds the value determined during the preliminary valuation, Šiaulių bankas will return to Ūkio bankas the difference between the value of assets according to the preliminary valuation and the value of assets according to the final valuation. If the final valuation shows that the value of the transferred assets is lower than it was revealed by the preliminary valuation, the Fund will pay Šiaulių bankas the difference between the value of assets determined during the preliminary valuation and the value of assets determined during the final valuation (the total amount of contribution of the Fund must not exceed LTL 800 million).
It should be noted that the Agreement contains a number of additional safeguards in the form of mechanisms of protection of creditors’ interests other than provided for in the Law on Banks of the Republic of Lithuania and other legislation.
Firstly, the Agreement provides for four call options in respect of different portfolios of assets transferred to Šiaulių bankas. During the period of nine months after the date of the Agreement the creditors of Ūkio bankas will have the option to sell four different portfolios of the assets of the bank. If the portfolios are sold for a price which is higher than the price determined during the final valuation, the resulting difference will be payable to the creditors of Ūkio bankas. The above portfolios are as follows: (a) the portfolio comprising immovable property transferred to Šiaulių bankas; (b) the portfolio comprising loans of Class 4 and 5; (c) the portfolio comprising the subsidiaries of Ūkio bankas engaged in real estate development; and (d) the portfolio comprising shares in the subsidiaries of Ūkio bankas pursuing other types of activity (UAB Ūkio banko lizingas, Gyvybės draudimo UAB "BONUM PUBLICUM").
Secondly, in case of an increase in the value of the assets transferred to Šiaulių bankas in two years’ time, Šiaulių bankas will have to return such increase in value to the creditors of Ūkio bankas. This rule will apply to Class 1 and 2 loans and the assumed and sold immovable property.
Temporary Administrator
Adomas Ąžuolas Audickas