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Balance Sheet at 31 December 2010 of BBVA

Balance Sheet at 31 December 2010 of BBVA

Balance Sheet at 31 December 2010 of BBVA

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The changes in <strong>2010</strong> and 2009 in the balance <strong>of</strong> this heading in the balance sheets, disregarding the<br />

balance <strong>of</strong> the impairment losses, were as follows:<br />

Subsidiaries. Changes in the period.<br />

Millions <strong>of</strong> Euros<br />

<strong>2010</strong> 2009<br />

<strong>Balance</strong> <strong>at</strong> the beginning 21,597 21,275<br />

Acquisitions and capital increases 666 984<br />

Sales (7) (643)<br />

Transfers - (16)<br />

Exchange differences and other 507 (3)<br />

<strong>Balance</strong> <strong>at</strong> the end 22,763 21,597<br />

The most notable transactions performed in <strong>2010</strong> and 2009 were as follows:<br />

<strong>2010</strong><br />

• Agreement for the acquisition <strong>of</strong> a holding in the bank Garanti<br />

In November <strong>2010</strong>, <strong>BBVA</strong> reached an agreement with the main shareholders <strong>of</strong> the Turkish bank Turkiye<br />

Garanti Bankasi, AS (“Garanti Bank”), the Turkish group Dogus and General Electric, for the purchase <strong>of</strong><br />

24.8902% <strong>of</strong> the capital <strong>of</strong> Garanti Bank for a total <strong>of</strong> USD 5,838 million, the equivalent to about €4,195<br />

million (*).<br />

The agreement with the Dogus group includes an agreement for the joint management <strong>of</strong> the bank and<br />

the appointment <strong>of</strong> some <strong>of</strong> the members <strong>of</strong> its board <strong>of</strong> directors. In addition, <strong>BBVA</strong> has the option <strong>of</strong><br />

purchasing an additional 1% <strong>of</strong> Garanti Bank five years after the initial purchase. This acquisition has not<br />

yet been formalized, as it was still pending the corresponding authoriz<strong>at</strong>ions <strong>at</strong> the time these<br />

accompanying financial st<strong>at</strong>ements were prepared.<br />

(*) Calcul<strong>at</strong>ed <strong>at</strong> the exchange r<strong>at</strong>e as <strong>of</strong> October 29, <strong>2010</strong> <strong>at</strong> USD/€ = 1.3916.<br />

• Exchange <strong>of</strong> preferred securities for <strong>BBVA</strong> USA Bancshares stock<br />

In <strong>2010</strong>, the Bank exchanged €567 million in preferred securities issued by a holding company <strong>of</strong> <strong>BBVA</strong><br />

USA Bancshares, Inc. for shares <strong>of</strong> <strong>BBVA</strong> USA Bancshares, Inc. itself.<br />

• Restructuring <strong>of</strong> the various subsidiaries<br />

2009<br />

<strong>2010</strong> saw the restructuring <strong>of</strong> various investments through the takeover <strong>of</strong> Compañía Chilena de<br />

Inversiones, S.L. - Sociedad Unipersonal -, (acquiring company) and the companies Brookline<br />

Investments, S.L. - Sociedad Unipersonal -, Aragón Capital, S.L. - Sociedad Unipersonal - and <strong>BBVA</strong><br />

Participaciones Internacional, S.L. - Sociedad Unipersonal -, (acquired companies).<br />

• Takeovers <strong>of</strong> Banco de Crédito Local de España, S.A. (Unipersonal) and <strong>BBVA</strong> Factoring E.F.C.,<br />

S.A. (Unipersonal)<br />

The Directors <strong>of</strong> the subsidiaries Banco de Crédito Local de España, S.A. (Unipersonal) and <strong>BBVA</strong><br />

Factoring E.F.C., S.A. (Unipersonal), in meetings <strong>of</strong> their respective boards <strong>of</strong> directors held on January<br />

26, 2009, and <strong>of</strong> Banco Bilbao Vizcaya Argentaria, S.A. in its board <strong>of</strong> directors meeting held on January<br />

27, 2009, approved respective projects for the takeover <strong>of</strong> both companies by <strong>BBVA</strong> and the subsequent<br />

transfer <strong>of</strong> all their equity interest to <strong>BBVA</strong>, which acquired all the rights and oblig<strong>at</strong>ions <strong>of</strong> the companies<br />

it had purchased through universal succession.<br />

The merger agreement was submitted for approval <strong>at</strong> the AGMs <strong>of</strong> the companies involved, which were<br />

held during the first quarter 2009.<br />

Both mergers were entered into the Companies Register on June 5, 2009, and on this d<strong>at</strong>e the<br />

companies acquired were wound up, although for accounting purposes the merger was carried out on<br />

January 1, 2009 (see appendices XIII and XIV)<br />

70

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