TORONTO, March 11 /CNW/ - Thanachart Bank today confirmed that it has reached an agreement to acquire almost 48 per cent of Thailand's Siam City Bank. The agreement is subject to regulatory approvals in Thailand. The stake in Siam City Bank is currently owned by Thailand's Central Bank through the Financial Institutions Development Fund (FIDF). Canadian-based Scotiabank owns 49 per cent of Thanachart Bank.

In accordance with securities laws in Thailand, upon closing of the 48 per cent stake Thanachart Bank will launch a tender offer for the remaining shares in Siam City Bank. Subsequent to completion of the tender offer and any additional regulatory approvals, Thanachart Bank and Siam City Bank would be merged. Scotiabank would continue to own 49 per cent of the merged bank, to be known as Thanachart Bank with Thanachart Capital Pcl owning almost all of the remaining 51 per cent. As part of the financing for this transaction, Scotiabank and Thanachart Capital would subscribe on a pro rata basis to additional shares in Thanachart Bank with Scotiabank contributing approximately C$650 million in capital to the bank. Together, the combined bank will have more than 660 branches, 2,100 ABMs, and 18,000 employees, which will make it the fifth largest bank in Thailand as measured by assets and branches.

"We are very pleased to have successfully concluded discussions with the FIDF. We look forward to the completion of the transaction and the merger with Siam City Bank, which will create the fifth largest bank in Thailand, further strengthening the country's banking sector and bringing increased consumer choice to the market," said Banterng Tantivit, Chairman, Thanachart Bank.

"On closing, this transaction would be immediately accretive to Scotiabank and is a prime example of the significant potential in international markets and the opportunities that Scotiabank has to achieve revenue growth by making strategic investments in countries where we have a well-established presence and a solid understanding of the market," said Rob Pitfield, Scotiabank Group Head, International Banking. "This market has solid fundamentals and good prospects for long-term growth. Scotiabank remains committed to pursuing the right growth opportunities and this agreement is a significant step forward in Asia to complement a diversified emerging market strategy in the Caribbean, Central America and Latin America," he added.

Scotiabank has operated in Thailand since 1981, providing corporate lending, trade finance and treasury services to local and international companies. In 2007, Scotiabank acquired 24.99 per cent of Thanachart Bank and increased this stake to 49 per cent in 2009.

"Just over one year ago we increased our stake in Thanachart Bank to 49 per cent, and today we are seeing once again the growth opportunities that are present in the attractive Thai market," said Michele Kwok, Scotiabank Senior Vice President, Asia/Pacific and the Middle East. Based out of Hong Kong, Ms. Kwok heads Scotiabank's Regional Office, overseeing the Bank's operations in the 12 countries and territories where it operates in this area. "We look forward to the opportunity to work with our colleagues at Thanachart Bank and Siam City Bank and build on our abilities to serve this market and our over four million customers in Thailand."

Analyst Conference Call
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An analyst conference call will take place on Thursday, March 11, 2010 at 8:30 a.m. EST.

Interested parties are invited to access the call live, in listen-only mode:

a) Via telephone, toll-free, at 1-877-974-0448 (please call five to 15 minutes in advance).

b) Via the Internet on the Investor Relations page of www.scotiabank.com. During the call, listeners may also wish to refer to the Analyst Presentation information displayed on the Investor Relations page of www.scotiabank.com.

Conference Call Archive
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A telephone replay of the call will be available until March 25, 2010 by calling 416-640-1917 (identification code 4262292 followed by the number sign)

About Thanachart Bank

With about THB 433 billion (C$13.9 billion) in assets and over 9,000 employees, Thanachart Bank is one of the fastest growing banks in Thailand, with 256 branches and about 400 automated banking machines (ABMs) across the country. It is also the leading automobile lender in Thailand with a 22 per cent market share for new and used autos. In addition, the Bank provides a full range of financial services through subsidiaries in fund management, brokerage activities, insurance and leasing.

About Siam City Bank

Siam City Bank is the 8th largest bank in Thailand with about THB423 billion (C$13.9 billion) in assets and a substantial, nationwide distribution network of 413 branches and almost 1,700 ATMs. It has over THB50 billion (C$1.7 billion) in residential mortgage loans and granted 9 per cent of all new mortgages in Thailand last year.

About Scotiabank

Scotiabank operates in 12 countries and territories in the Asia-Pacific region, with about 650 employees. The bank primarily offers corporate and commercial products and services, including loans, trade finance, treasury, precious metals, foreign exchange, correspondent banking, loan syndications, securities investment and investment banking and retail mortgage financing in selected countries within the region. Scotiabank also owns 49 per cent of Thanachart Bank PCL, Thailand's eighth largest bank and leading automobile lender. Scotiabank has been in Thailand since 1981.

Scotiabank is one of North America's premier financial institutions and Canada's most international bank. With close to 68,000 employees, Scotiabank Group and its affiliates serve approximately 14.6 million customers in some 50 countries around the world. Scotiabank offers a diverse range of products and services including personal, commercial, corporate and investment banking. With more than $507 billion in assets (as at January 31st, 2010), Scotiabank trades on the Toronto (BNS) and New York Exchanges (BNS). For more information, please visit www.scotiabank.com.

2010 - Backgrounder

Scotiabank Group

-   Scotiabank celebrated its 175th anniversary in 2007, and today is one
        of North America's premier financial institutions and Canada's most
        international bank.
    -   With close to 68,000 employees, Scotiabank and its affiliates serve
        approximately 12.8 million customers through nearly 2,700 branches
        and offices in some 50 countries.
    -   Scotiabank - with its three major business lines - exceeded all of
        its key financial and operational targets in achieving record
        earnings in 2009, with net income available to common shareholders of
        C$3.547 billion, up 13 per cent from 2008.
    -   Scotiabank was rated by Oliver Wyman Consulting Group as one of the
        "top ten most stable financial institutions in the world" in 2008,
        and as part of the Canadian banking sector, rated in 2008 as the
        "world's strongest" by the World Economic Forum, Scotiabank Group has
        weathered the global recession comparatively well.
    -   With more than $507 billion in assets (as at January 31st, 2010),
        Scotiabank trades on the Toronto (BNS) and New York Exchanges (BNS).

Scotiabank International Banking

-   International banking encompasses Scotiabank's retail and commercial
        banking operations in more than 40 countries outside Canada - an
        international presence unmatched by our domestic competitors.
    -   More than 46,000 employees, including subsidiaries and affiliates,
        provide a full range of financial services to over five million
        customers through a network of 1,916 branches and office, 3,532
        automated banking machines (ABMs), telephone and Internet banking,
        in-store banking kiosks and specialized sales forces. The Bank
        operates in the following geographic regions: the Caribbean and
        Central America, Mexico, Latin America and Asia.
    -   Scotiabank operates in 11 countries and territories in the Asia-
        Pacific region, with about 650 employees.

Siam City Bank

-   With about C$13.6 billion in assets and about 9,000 employees
        serving over three million customers in 2009, Siam City Bank is the
        eighth-largest commercial bank by assets in Thailand, with 413
        branches and 1,660 ABMs across the country.

Thanachart Bank

-   Thanachart Bank is Thailand's seventh-largest bank in terms of assets
        and the country's leading automobile lender.
    -   With about C$13.9 billion in assets and about 9,000 employees in
        2009, Thanachart Bank has the fastest growing branch network among
        the Top 10 banks in Thailand, with 256 branches and 399 ABMs across
        the country.
    -   As of December, 31 2009 the consolidated net income of Thanachart
        Bank and its subsidiaries was 4,054 million baht (C$130 million), an
        increase of 2,187 million baht or 117 percent from the previous year.
    -   The Group also provides a full range of other financial services to
        customers across Thailand through subsidiaries in wealth management,
        insurance, investment banking and leasing.
    -   Thanachart Capital Pcl owns the remaining 51 percent of Thanachart
        Bank.