EANS-Adhoc: Bank Sarasin + Cie AG / Safra Group to acquire majority interest in highly regarded Bank Sarasin

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25.11.2011

Media release
Basel/Geneva/Utrecht, 25 November 2011

Safra Group to acquire majority interest in highly regarded Bank
Sarasin

Sarasin and the Safra Group are highly similar in their successful
histories in international Private Banking, with well-capitalized
financial foundations, shared emphasis on strong organizations,
preservation of clients capital and continuity of client
relationships - the Safra Group will reinforce Sarasin´s established
position as an independent Swiss private bank and strengthen its
strategy and business model under its well-recognized brand

Safra Group and Rabobank have entered into a share purchase agreement
under which Safra will acquire a majority shareholding in Bank
Sarasin & Co. Ltd (46.07% equity interest and 68.63% voting rights)
at a price of CHF 7.20 per A registered share and CHF 36.00 per B
registered share, to be paid in cash. Bank Sarasin´s Board of
Directors and Executive Committee welcomed Safra´s acquisition of the
majority shareholding. As of June 2011, Safra Group had aggregate
stockholder equity of approximately USD 12.2 billion and total assets
under management of USD 109 billion.

For Sarasin, Safra will be a strongly capitalized majority
shareholder that will be able to reinforce Sarasin´s established
position as an independent Swiss private bank and effectively support
and strengthen Sarasin´s strategy and business model under the
existing well-recognized brand and management team. The transaction
is subject to approval and clearance by the competent authorities in
Switzerland and abroad. In accordance with Swiss law, the closing of
the transaction will give rise to a duty to make a mandatory public
offer to minority shareholders.

Safra supports Bank Sarasin´s future-oriented positioning as an
independent leader in private banking With its clear positioning as a
sustainable Swiss private bank, and its commitment to the continued
rigorous implementation of a strategy focusing on tax-compliant
client assets, Bank Sarasin has become a highly-regarded leader in
the reorientation of Switzerland´s financial industry. In recent
years Bank Sarasin has been able to establish a distinctive position
for itself in the international private banking market. As Sarasin´s
majority shareholder, Safra is committed to move forward the success
that both banking groups have enjoyed for more than 150 years.

Safra to provide continuity, solidity and long-term added value
Sarasin and Safra complement one another strategically in terms of
their geographic markets. Both are also highly regarded for their
reputation in private banking worldwide, as well as their sustainable
and conservative approach to their client´s assets. Bank Sarasin´s
partnership with Safra will achieve enhanced value for the Bank and
its clients, providing Sarasin with additional distribution channels
for its products as well as access to new growth markets. Sarasin has
significant private banking presences in key European markets, the
Middle East and Asia. Safra has a strong presence particularly in the
Americas and Europe.

Joseph Safra stated, "It is a privilege to make this investment in
Sarasin, reflecting Safra´s commitment to, and confidence in, the
strength, reputation and quality of Sarasin´s banking business, its
people, clients and future business potential. The origins of Sarasin
and Safra are very similar. Each is characterized by a successful
banking history that dates back to the mid nineteenth century. Each
embraces and follows philosophies and strategies to private banking
that are very much the same. We both place premiums on having our
banks extremely well capitalized; adhering to sound banking
principles; and attracting, cultivating, and maintaining high quality
motivated people for their organizations. We share the stability in
our respective client bases and a commitment to the preservation of
our clients´ capital. I have the highest regard for Sarasin´s
management and look forward to this relationship being a fruitful one
for Sarasin, its people, its clients and for Safra."

Bank Sarasin´s successful strategy and business model to be continued
seamlessly With Safra as its majority shareholder, Bank Sarasin under
its existing well-recognized brand and management team will be able
to continue its strategy and business model. With Sarasin, Safra will
strengthen its competence centre for private banking in Switzerland
and Europe, and will add Middle East and Asia. At present, Safra
intends to keep Bank Sarasin listed after closing of the acquisition
of the majority shareholding and will thus allow existing
shareholders to continue to participate in the Sarasin growth story.

Bank Sarasin thanks Rabobank When making its decision, Rabobank
wanted to ensure that Bank Sarasin could sustainably maintain its
strategic direction and continue its commercial success. Rabobank
believes that in Safra it has found an ideal well capitalized,
conservative and attractive long-term solution for Bank Sarasin. The
sale of its stake in Bank Sarasin will allow Rabobank to concentrate
on its strategic priorities and further strengthen its leading role
as a universal financial services provider in the Netherlands, as
well as pressing ahead with the growth of its international business
with food and agribusiness customers.

Over the last nine years, Rabobank has enabled Bank Sarasin to
refocus itself, and lay the foundations for today´s successful
international business. The Board of Directors and management of Bank
Sarasin would like to thank the Board of Directors of Rabobank and
all the other Rabobank employees who have contributed to Bank
Sarasin´s development over the years.

Rabobank views transaction as highly successful for all parties Sipko
Schat, member Executive Board Rabobank Group, stated: "Safra's
acquisition of Rabobank's shares in Sarasin benefits all three
parties. Our successful monetization of our stake demonstrates the
enhanced value of Sarasin that has been created and its attractive
long-term potential. We are most pleased that Sarasin will be able to
further realize this potential with Safra as its major shareholder.
It was very important for Rabobank to find a private banking partner
for Sarasin with a strong financial foundation and positive
reputation. Rabobank highly respects Safra´s presence in the global
private banking community and its culture of stable management and
emphasis on preservation of client capital fit extremely well with
Sarasin's banking philosophy."

For further information:

For Safra Group:
Kekst and Company
Robert Siegfried, (+1) 917-842-1126
Mark Semer, (+1) 917-439-3507
Jeremy Fielding, (+1) 646-644-4825

For Bank Sarasin: Benedikt Gratzl | Head of Corporate
Communications, Media Relations T: +41 (0)61 277 70 88 | e-mail:
benedikt.gratzl@sarasin.ch Franziska Gumpfer-Keller | Deputy Head
of Corporate Communications, Media Relations T: +41 (0)44 213 97 35
| e-mail: franziska.gumpfer@sarasin.ch

For Rabobank:
Franscé Verdeuzeldonk, T: +31 (0) 40 217 0374
e-mail: f.e.j.m.verdeuzeldonk@rn.rabobank.nl

Safra Group The Safra Group is a highly regarded name in global
private banking with a successful 200-year history. Safra banks
include Banco Safra, Banque J. Safra (Suisse), Banque J. Safra
(Monaco), Banque Safra Luxembourg, Bank J. Safra (Gibraltar), Safra
National Bank of New York and Safra International Bank and Trust, all
built on strong financial foundations. As of June 2011, the Safra
Group had aggregate stockholder equity of approximately USD 12.2
billion and total assets under management of USD 109 billion. The
Safra banks are in 125 locations worldwide, and have over 6,500
employees.

Bank Sarasin & Co. Ltd - Sustainable Swiss Private Banking since 1841
- www.sarasin.com The Sarasin Group has its roots as a leading Swiss
private bank. As an international financial service provider
committed to sustainability, the Group is now represented in more
than 20 locations in Europe, the Middle East, and Asia. By end of
June 2011 it managed total client assets of CHF 101.6 billion and
employed around 1,600 staff. Bank Sarasin & Co. Ltd is listed on the
SIX Swiss Exchange.

Rabobank Group Rabobank Group is an international financial services
provider operating on the basis of cooperative principles. It offers
banking, asset management, leasing, insurance and real estate
services. Focus is on broad financial services provision in the
Netherlands and primarily on the food and agribusiness
internationally. Rabobank Group is comprised of 141 independent local
Rabobanks plus Rabobank Nederland, their umbrella organization, and a
number of specialist subsidiaries. Overall, Rabobank Group has
approximately 59.000 employees (in FTEs), who serve about 10 million
customers in 48 countries. In terms of tier 1 capital, Rabobank Group
is among the world´s 25 largest financial institutions. All rating
agencies have awarded Rabobank the highest rating possible for banks.

Further inquiry note:
Dr. Benedikt Gratzl
Head Corporate Communications
T.: +41(61) 277 70 88
Benedikt.Gratzl@sarasin.ch

end of announcement euro adhoc
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issuer: Bank Sarasin + Cie AG
Elisabethenstr. 62
CH-4002 Basel
phone: +41(61)277 77 77
FAX: +41(61) 272 02 05
mail: info@sarasin.ch
WWW: http://www.sarasin.ch
sector: Banking
ISIN: CH0038389307
indexes: SPIEX, SPI ex SLI
stockmarkets: official dealing/general standard: SIX Swiss Exchange
language: English