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ANNOUNCEMENT
25 March 2015
Reuters>bcp.Is
Exchange>MCP
Bloomberg>bcp pl
ISIN
PTBCP0AM00007
Millennium bcp announces the launch of
an accelerated placement of up to 15.41%
of the existing share capital of Bank
Millennium
NOT FOR RELEASE OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR INTO THE UNITED
STATES, CANADA, JAPAN OR AUSTRALIA OR ANY OTHER JURISDICTION WHERE TO DO SO
WOULD BE UNLAWFUL.
This communication is an advertisement and not a prospectus and not an offer of securities
for sale to U.S. persons or in any jurisdiction, including in or into the United States,
Canada, Japan or Australia.
Neither this communication nor anything contained herein shall form the basis of, or be
relied upon in connection with, any offer or commitment whatsoever in any jurisdiction.
Any offer to acquire shares pursuant to the proposed Placement will be made, and any
investor should make his investment decision solely on the basis of publicly available
information.
25 March 2015
Millennium bcp announces the launch of an accelerated
placement of up to 15.41% of the existing share capital
of Bank Millennium

BCP to remain long-term majority shareholder in Bank Millennium

Poland continues to represent core market for BCP where its
strategy remains unchanged

The placement further strengthens BCP’s capital position
Banco Comercial Português S.A. (“BCP”), has launched an accelerated
placement (the “Placement”) of up to 186,979,631 ordinary shares (the
“Shares”) of Bank Millennium S.A. (the “Company” or “Bank Millennium”)
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BANCO COMERCIAL PORTUGUÊS, S.A.,
a public company (sociedade aberta)
having its registered office at Praça D. João I, 28, Oporto,
registered at the Commercial Registry of Oporto,
with the single commercial and tax identification number
501 525 882
and the share capital of EUR 3,706,690,253.08.
INVESTOR RELATIONS
Rui Coimbra
Phone +351 211 131 084
[email protected]
[email protected]
[email protected]
MEDIA CONTACT
Erik T. Burns
Phone +351 211 131 242
Mobile +351 917 265 020
[email protected]
[email protected]
ANNOUNCEMENT
Reuters>bcp.Is
Exchange>MCP
Bloomberg>bcp pl
ISIN
PTBCP0AM00007
representing up to 15.41% of the Company’s existing share capital, subject to
demand, price and market conditions. The Placement is addressed to certain
eligible institutional investors only, with final terms to be determined
through an accelerated bookbuilding process.
European Bank for Reconstruction and Development (“EBRD”) has obtained
necessary internal approvals to participate in the Placement and is
considering an investment of up to PLN 270 million for the purchase of shares
of Bank Millennium subject to acceptable terms and conditions, representing
up to 3% of the Company’s total capital.
The books for the Placement will open with immediate effect. Pricing and
allocations are expected to be announced as soon as practicable following
the closing of the books.
The Placement will enable BCP to further strengthen its capital position
while retaining a majority shareholding in the Company. As majority
shareholder, BCP continues to be fully committed to Bank Millennium, which
remains core to its franchise and strategy. In this context, BCP has agreed to
a 180 day lockup period with respect to sales of additional shares of Bank
Millennium.
J.P. Morgan has been appointed by BCP to act as Sole Global Coordinator and
together with Dom Maklerski PKO Banku Polskiego as Joint Bookrunners for
the Placement. Millennium Dom Maklerski is acting as Joint Lead Manager.
End of Announcement
Banco Comercial Português
Legal disclaimer
This announcement is not an offer for sale of securities in the United States or any other
jurisdiction. Securities may not be offered or sold in the United States absent registration
or an exemption from registration under the U.S. Securities Act of 1933, as amended (the
“Securities Act”). Banco Comercial Português does not intend to register any portion of
the Placement in the United States, and does not intend to conduct a public offering of
securities in the United States.
This communication in the United States is intended only for QIBs and by accepting
delivery of this communication in the United States you confirm that you are a QIB. The
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ANNOUNCEMENT
Reuters>bcp.Is
Exchange>MCP
Bloomberg>bcp pl
ISIN
PTBCP0AM00007
securities referred to herein may only be sold pursuant to Regulation S of the Securities
Act and in the US, pursuant to an exemption from the Securities Act, strictly only to a
limited number of QIBs (as defined in Rule 144A under the Securities Act) and in certain
other countries only to authorised professional institutional investors. The securities are
“restricted securities” as defined in Rule 144A under the Securities Act and any allocation
will only be made on the basis the purchaser executes an investor representation letter.
Distribution in Canada to Accredited Investors in Ontario and Quebec, might only be
available to accounts which are also permitted clients.
The material set forth herein is for information purposes only and is not an offer to sell,
or the solicitation of an offer to buy, any securities, in any jurisdiction in which such
offer, solicitation or sale would be unlawful and, in particular, is not for release,
publication or distribution in or into the United States, Australia, Canada or Japan.
The publication of this information does not constitute the making available of
information to promote the purchase or acquisition of securities or an inducement of their
purchase or acquisition within the meaning of Article 53 section 1 of Polish Act of 29 July
2005 on Public Offering, Conditions Governing the Introduction of Financial Instruments to
Organised Trading, and Public Companies, as amended (the “Act on Public Offering”), and
does not constitute a promotional campaign within the meaning of Article 53 of the Act on
Public Offering.
This communication and any subsequent offer of securities may be restricted by law in
certain jurisdictions and persons receiving this communication or any subsequent offer
should inform themselves about and observe any such restriction and must not under any
circumstances forward this communication to any other person. Failure to comply with
such restrictions may violate securities laws of any such jurisdiction.
This communication is only addressed to and directed at persons in Member States of the
European Economic Area who are “qualified investors” within the meaning of Article
2(1)(e) of the Prospectus Directive. In addition, in the United Kingdom, this
communication is being distributed to, and is directed only at, qualified investors who (i)
are investment professionals falling within Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the “Financial Promotion Order”),
(ii) persons falling within any of the categories of persons described in Article 49 of the
Financial Promotion Order and (iii) any other persons to whom it may otherwise lawfully
be made (all such persons together being referred to as “relevant persons”). Any
investment or investment activity to which these materials relate are available only to
relevant persons in the United Kingdom and qualified investors in any member state of the
European Economic Area other than the United Kingdom, and will only be engaged with
such persons.
Any investment decision to buy shares must be made solely on the basis of publicly
available information. Such information is not the responsibility of J.P. Morgan, Dom
Maklerski PKO Banku Polskiego and Millennium Dom Maklerski and has not been
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ANNOUNCEMENT
Reuters>bcp.Is
Exchange>MCP
Bloomberg>bcp pl
ISIN
PTBCP0AM00007
independently verified by J.P. Morgan, Dom Maklerski PKO Banku Polskiego, Millennium
Dom Maklerski or Banco Comercial Português, S.A.
J.P. Morgan, Dom Maklerski PKO Banku Polskiego and Millennium Dom Maklerski are acting
for Banco Comercial Português, S.A. and no one else in connection with the offering and
will not be responsible to anyone other than Banco Comercial Português, S.A. for
providing advice or protections afforded to clients in relation to any transaction or any
matters referred to this communication.
Each of J.P. Morgan, Dom Maklerski PKO Banku Polskiego and Millennium Dom Maklerski
may participate in the offering on a proprietary basis.
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