BPE FINANCIACIONES, S.A. Unaudited report, Semi Annual accounts 30 of June 2010
This version is a free translation from the original, which was prepared in Spanish. All possible care has been taken to ensure that the translation is an accurate representation of the original. However, in all matters of interpretation of information, views or opinions, the original language version of our report takes precedence over this translation Semi Annual Accounts 2010 Financial Statements BPE FINANCIACIONES, S.A. 1
TABLE OF CONTENTS: 1.- Management Report... 3-4 2.- Financial Statements... 5-11 3.- Additional Information... 12-23
Management Report
1.- EVOLUTION OF THE BUSINESS AND THE STATE OF THE SOCIETY The company, whose purpose is the issuance of notes, bonds, debentures or similar securities, subordinated or otherwise, in Spanish or foreign currency for placement in both domestic and international markets, has made two new issues in the amount of 50,000,000 and 300,000,000 under the EMTN program in the first half of the year. 2.- OWN SHARES During the first half of fiscal 2010 the Company has not conducted any business on their own actions. 3.- RESEARCH, DEVELOPMENT AND ENVIRONMENT In the first half of fiscal 2010 has not been put into effect no investment in R & D and also the Company has not conducted environmental investments and also has not been considered necessary to record any provision for risks and costs of the environmental, the absence of contingencies related to the protection and improvement of environment 4.- REPORTS ON RISK MANAGEMENT Because of its activity, the use of financial instruments by the Company aims to achieve its objects, setting their objectives and policies for managing market risks, credit and liquidity in accordance with current legislation. 5.- SUBSEQUENT EVENTS OF INTEREST AFTER AT 30 JUNE 2010 The Company has made two new issues amounting to 50,000,000 and 100,000,000 depositing the funds collected in Banco Popular Español, S.A., an entity that guarantees both principal and interest.
Financial Statements
Balance sheet at 30 June 2010 and year end 2009 (in miles euros) 2010 Financial Statements 2009 Financial Statements A) NON-CURRENT ASSETS 2,772,162 2,422,502 Investments in group companies and associates Long term 2,772,162 2,422,502 Loans to group companies 2,772,162 2,422,502 B) CURRENT ASSETS 1,502,433 2,500,956 Trade and other accounts receivable 22 16 Assets for current taxes 16 16 Other loans to Public Sector 6 Current investments in group companies and Associates 1,499,434 2,498,487 Loans to group companies 1,499,434 2,498,487 Prepayments and accrued income Cash and cash equivalents 2,977 2,453 Tresury 2,977 2,453 TOTAL ASSETS 4,274,595 4,923,458 A) NET EQUITY 657 566 A) Shareholders equity 657 566 Subscribed capital 100 100 Reserves 466 436 Legal and statutory 20 20 Other reserves 446 416 Fiscal year profit (loss) 91 30 B) NON-CURRENT LIABILITIES 1,774,151 2,424,133 Long-term payables 1,774,151 2,193,633 Debentures and other negotiable securities 1,774,151 2,193,633 C) CURRENT LIABILITIES 2,499,787 2,498,759 Short-term payables 2,499,596 2,359,614 Debentures and other negotiable securities 2,499,596 2,359,614 Trade and other payables 191 93 Sundry payables 191 93 Other taxes payable TOTAL NET EQUITY & LIABILITIES 4,274,595 4,923,458
Profit and Loss Account at 30 June 2010 and 2009 (in miles euros) 2010 Financial Statements 2009 Financial Statements A) GOING CONCERN 7. Other operating expenses (186) (101) A.1) OPERATING RESULTS (186) (101) (7) 12. Finance income 21,196 94,383 13. Finance expense (20,919) (94,243) A.2) FINANCIAL RESULTS 277 140 (12+13) A.3) PROFIT/LOSS BEFORE INCOME TAX 91 39 (A.1+A.2) A.5) PROFIT (LOSS) FOR THE HALF YEAR 91 39 (A.4) Statement of Change in Financial Position at 30 June 2010 and 2009 (in miles euros) A) STATEMENT OF RECOGNISED INCOME AND EXPENSES 2010 2009 Profit/ loss for the year 91 39 Income and expenses charged directly to equity 0.00 0.00 Transfers to the profit and loss account 0.00 0.00 TOTAL RECOGNISED INCOME AND EXPENSE 91 39 B) STATEMENT OF CHANGE EQUITY Capital Reserves Profit/ (loss) for the year TOTAL BALANCE at 2009 YEAR END 100 436 30 566 Adjustments due to policy changes in 2009 and previous years 0.00 0.00 0,00 0.00 Adjustments due to errors in 2009 and previous years 0.00 0.00 0,00 0.00 2010 ADJUSTED STARTING BALANCE 100 436 61 566 Total recognised revenues and expenses 0.00 0.00 91 91 Distribution of prior year profits (losses) 0.00 30-30 0.00 BALANCE at June 2010 100 466 91 657
Capital Reserves Profit/ (loss) for the year TOTAL BALANCE at 2008 YEAR END 100 420 16 536 Adjustments due to policy changes in 2008 and previous years 0.00 0.00 0.00 0.00 Adjustments due to errors in 2008 and previous years 0.00 0.00 0.00 0.00 2009 ADJUSTED STARTING BALANCE 100 420 16 536 Total recognised revenues and expenses 0.00 0.00 39 39 Distribution of prior year profits (losses) 0.00 16-16 0.00 BALANCE at 2009 YEAR END 100 436 39 575 Cash flow statement at 30 June 2010 and 2009 (in miles euros) 2010 2009 CASH FLOWS FROM OPERATIONS 64 327 Before-tax profit (loss) for the year 91 39 Adjustments to profit/(loss) -277-140 Changes in working capital -23-67 Other cash flows from operating activities 273 495 - Payment of interest -19,484-135,965 - Collection of dividends 0.00 0.00 - Collection of interest 20,121 136,277 - Collection (payment) income tax -7-6 - Collection (payment) from operating activities -357 189 CASH FLOWS FROM INVESTING ACTIVITIES 650,460 2,500,220 Amounts paid on investments -349,660 - - Group companies and associates -349,660 - Amounts collected from divestments 1,000,120 2,500,220 - Group companies and associates 1,00,120 2,500,220 CASH FLOWS FROM FINANCING ACTIVITIES -650,000-2,500,000 Collections and payments equity instruments - - Collections and payments financial liability instruments -650,000-2,500,000 Issue 350,000 - Return and redemption of: -1,000,000-2,500,000 Dividend payments and return on other equity instruments - - EFFECT OF EXCHANGE RATE FLUCTUATIONS - - NET INCREASE/DECREASE IN CASH OR CASH EQUIVALENTS 524 547 Cash at beginning of the period 2,453 2,141 Cash at end of the period 2,977 2,688
Cash flow components at 30 June 2010 and 2009 (in miles euros) 2010 2009 Cash and deposits 2,977 2,688 Others Financial assets - - Overdrafts and other - - CASH FLOWS FROM INVESTING ACTIVITIES 2,977 2,688 Details for financial instruments by portfolio at 30 June 2010 and year end 2009 2010 2009 FINANCIAL ASSETS 4,271,618 4,921,005 Hold to maturity 4,271,596 4,920,989 - Long term 2,772,162 2,422,502 - Other Assets 1,499,434 2,498,487 Loans and receivables 22 16 FINANCIAL LIABILITIES 4,273,938 4,922,892 Debts and payables 4,273,938 4,922,892 - Long term debts 1,774,151 2,424,133 - Short term debts 2,499,787 2,498,759 Issues, repurchases and/or redemptions of securities at 30 June 2010 and 2009 (in miles euros) Balance at 2009 year end New issues Repurchases or redemptions Adjustments Balance at June 2010 Debts securities issued in a member of the European Union which have required registration of a prospectus 4,922,799 350,000-1,000,000 948 4,273,747 Debts securities issued in a member of the European Union which have not required registration of a prospectus - - - - - Other debt securities issued outside a member state of the European Union - - - - - TOTAL 4,922,799 350,000-1,000,000 948 4,273,747
Balance at 2008 year end New issues Repurchases or redemptions Adjustments Balance at June 2009 Debts securities issued in a member of the European Union which have required registration of a prospectus 8,383,490 - -2,500,000 337 5,883,827 Debts securities issued in a member of the European Union which have not required registration of a prospectus - - - - - Other debt securities issued outside a member state of the European Union - - - - - TOTAL 8,383,490 - -2,500,000 337 5,883,827 Related party transactions at June 2010 and 2009 (in miles euros) Significant Shareholders Directors Group companies Other Related Parties Total Financial expenses - - - - Financial incomes - - 21,188-21,188 Guarantees and other transactions - - 3,925,000-3,925,000 TOTAL - - 3,946,188-3,946,188 Significant Shareholders Directors Group companies Other Related Parties Total Financial expenses - - - - Financial incomes - - 94,284-94,284 Guarantees and other transactions - - 5,885,000-5,885,000 TOTAL - - 5,979,284-5,979,284
Additional information
1. - Company Activity The company is located at JOSE ORTEGA Y GASSET, 29-28006 MADRID. The fiscal identification number of BPE FINANCIACIONES, S.A. is A83941237. The company was founded on 19.02.04. It is registered in the Madrid Business Register, volume 19,873, book 0, folio 164, section 8, page M-350.196, entry number 1. The object, according to Article 2 of the bylaws, is as follows: the issuance of notes, bonds, debentures or similar securities, subordinated or otherwise, in Spanish currency or foreign, for placement in both domestic and international markets. 2.- Basis of presentation, estimates, accounting policies applied in the interim financial information TRUE IMAGE The accounting policies followed in the annual summary of the interim period have not changed from the last annual financial report filed as a result of continuing the implementation of the General Accounting Plan approved by Royal Decree 1514/2007. ACCOUNTING PRINCIPLES Financial assets and liabilities Loans and receivables: Loans and receivables are non-derivative financial assets with fixed or determinable fees that are not quoted in an active market. Included in current assets, except for maturities greater than 12 months from the balance sheet date are classified as non-current assets. Loans and receivables are included in "Loans to companies" and "Trade and other receivables" in the balance. These financial assets are initially measured at fair value including transaction costs directly attributable to them, and subsequently at amortized cost recognizing accrued interest according to their effective interest rate, defined as the discount rate that equals the value carrying the instrument with all its estimated cash flows until maturity. Notwithstanding the foregoing, trade credits with a maturity not exceeding one year are valued, both at the time of initial recognition and subsequently, at face value if the effect of not updating the flows is not significant. Investments held to maturity: Financial assets held to maturity are debt securities with fixed or determinable fees and fixed maturity that are traded in an active market and that the management of the Company has the positive intention and ability to hold to maturity. If the Company sold one that was not insignificant amount of financial assets held to maturity, the entire category would be reclassified as available for sale. These financial assets are included in current assets, except those with maturity of less than 12 months from the balance sheet date are classified as current assets. The endpoints of these investments are the same as for loans and receivables. Debts and payables: This category of trade payables and payables for non-commercial operations. These external resources are classified as current liabilities unless the Company has an unconditional right to defer settlement for at least 12 months after the balance sheet date.
These debts are recognized initially at fair value adjusted for transaction costs directly attributable, subsequently recorded at amortized cost using the method of effective interest rate. The effective interest rate is the discount rate that equals the book value of the instrument with the current expected future payments due until the liability matures. Revenue recognition Revenues and expenses are recorded in the income statement according to the period in which it accrues, regardless of the money flow. 3.- Issuances, repurchases and repayments of debt securities The outstanding issues at 30 June 2010 and the issues that matured in first half 2010 are detailed below: a) Securities issued under the fixed income securities programme approved by the General Meeting of Shareholders on 19 October 2009 and verified and registered in the Irish Stock Exchange 22 December 2009. Simple Bonds 2010 Series 1 ISIN Code: XS0499252715 On 19 April 2010, the Company issued Senior Debt in the amount of 50 million euros composed of 1,000.00 Notes with a par value of 50,000.00 euros each and an issue premium of 99.92%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 19 April 2012. Simple Bonds Puttable 2010 Series 2 ISIN Code: XS0512835462 On 7 June 2010, the Company issued Senior Debt in the amount of 300.00 million euros composed of 6,000.00 Notes with a par value of 50,000.00 euros each and an issue price of 100.00%. The interest rate is adjustable and payable quarterly. This issue have a quarterly options put to investors on 7 September, 7 December, 7 March and 7 June of each year till 7 June 2012. These securities are guaranteed by Banco Popular and have a maturity (without the effect of put options) date of 19 April 2012. b) Issues that matured in first half 2010. Simple Bonds 2005 Series 6 ISIN Code: ES0357080052 Original bond issued in the amount of 1,000 million euros composed of 10,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 26 May 2010.
c) Securities issued under the fixed income securities programme approved by the General Meeting of Shareholders on 15 April 2004 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 3 June 2004. Subordinated Debentures June 2004 ISIN Code: ES0257080004 On 30 June 2004, the Company issued subordinated debentures in the amount of 100 million euros composed of 100,000 debentures with a par value of 1,000 euros each and an issue premium of 99.714%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 30 June 2014. However, with the prior approval of the Bank of Spain and at the issuer s discretion, they may be redeemed at any time after 30 June 2009, coinciding with each interest payment date. Simple Bonds 2005 Series 6 ISIN Code: ES0357080052 On 26.05.05, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 100.012%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 26 May 2010. There is no early d) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 14 July 2005 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 25 August 2005. Subordinated Debentures December 2005 ISIN Code: ES0257080012 On 23 December 2005, the Company issued subordinated debentures in the amount of 200 million euros composed of 2,000 debentures with a par value of 100,000 euros each and an issue premium of 99.764%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 23 December 2015. However, with the prior approval of the Bank of Spain and at the issuer s discretion, they may be redeemed at any time after 23 December 2010, coinciding with each interest payment date. Simple Bonds 2006 Series 2 ISIN Code: ES0357080086 On 18.01.06, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.86%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 18.01.11. There is no early
Simple Bonds 2006 Series 7 ISIN Code: ES0357080136 On 28.07.06, the Company issued simple bonds in the amount of 500 million euros composed of 5,000 debentures with a par value of 100,000 euros each and an issue premium of 99.973%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 28.07.10. There is no early e) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 06.07.06 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 13.09.06. Simple Bonds 2007 Series 1 ISIN Code: ES0357080144 On 08 February 2007, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.966%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 08.02.12. There is no early Simple Bonds 2007 Series 3 ISIN Code: ES0357080169 On 26.07.07, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.986%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 26.07.10. There is no early Simple Bonds 2008 Series 1 ISIN Code: ES0257080004 On 23 September 2008, the Company issued simple bonds in the amount of 85 million euros composed of 1700 debentures with a par value of 50,000 euros each and an issue premium of 100.00%. The first coupon payment which will be 10% of par will be made on 29 December 2008. After that, the bonds will accrue interest at a fixed rate of 4.76% payable annually from 29 December 2009 up to and including 29 December 2028. These securities were guaranteed by Banco Popular and mature on 28.12.28. There is no early f) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 19.10.09 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 03.12.09.
Simple Bonds 2009 Series 1 ISIN Code: ES0357080177 On 30.12.09, the Company issued simple bonds in the amount of 40 million euros composed of 400 debentures with a par value of 100,000 euros each and an issue premium of 100.00%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 30.12.14. There is no early g) Issues that matured in 2009 Simple Bonds 2006 Series 3. ISIN Code: ES0357080094 Original bond issued in the amount of 1,000 million euros composed of 10,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 10 February 2009. Simple Bonds 2006 Series 5. ISIN Code: ES0357080110 Original bond issue in the amount of 1,500 million euros composed of 15,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 22.05.09. Simple Bonds July 2004 Series 2. ISIN Code: ES0357080011 Original bond issued in the amount of 1,000 million euros composed of 10,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 30.07.09. The outstanding issues at 31 December 2009 and the issues that matured in 2009 are detailed below: h) Securities issued under the fixed income securities programme approved by the General Meeting of Shareholders on 15 April 2004 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 3 June 2004. Subordinated Debentures June 2004 ISIN Code: ES0257080004 On 30 June 2004, the Company issued subordinated debentures in the amount of 100 million euros composed of 100,000 debentures with a par value of 1,000 euros each and an issue premium of 99.714%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 30 June 2014. However, with the prior approval of the Bank of Spain and at the issuer s discretion, they may be redeemed at any time after 30 June 2009, coinciding with each interest payment date. Simple Bonds 2005 Series 6 ISIN Code: ES0357080052 On 26.05.05, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 100.012%. The interest rate is adjustable and payable quarterly. These
securities were guaranteed by Banco Popular and mature on 26 May 2010. There is no early i) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 14 July 2005 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 25 August 2005. Subordinated Debentures December 2005 ISIN Code: ES0257080012 On 23 December 2005, the Company issued subordinated debentures in the amount of 200 million euros composed of 2,000 debentures with a par value of 100,000 euros each and an issue premium of 99.764%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 23 December 2015. However, with the prior approval of the Bank of Spain and at the issuer s discretion, they may be redeemed at any time after 23 December 2010, coinciding with each interest payment date. Simple Bonds 2006 Series 2 ISIN Code: ES0357080086 On 18.01.06, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.86%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 18.01.11. There is no early Simple Bonds 2006 Series 7 ISIN Code: ES0357080136 On 28.07.06, the Company issued simple bonds in the amount of 500 million euros composed of 5,000 debentures with a par value of 100,000 euros each and an issue premium of 99.973%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 28.07.10. There is no early j) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 06.07.06 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 13.09.06. Simple Bonds 2007 Series 1 ISIN Code: ES0357080144 On 08 February 2007, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.966%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 08.02.12. There is no early
Simple Bonds 2007 Series 3 ISIN Code: ES0357080169 On 26.07.07, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.986%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 26.07.10. There is no early Simple Bonds 2008 Series 1 ISIN Code: ES0257080004 On 23 September 2008, the Company issued simple bonds in the amount of 85 million euros composed of 1700 debentures with a par value of 50,000 euros each and an issue premium of 100.00%. The first coupon payment which will be 10% of par will be made on 29 December 2008. After that, the bonds will accrue interest at a fixed rate of 4.76% payable annually from 29 December 2009 up to and including 29 December 2028. These securities were guaranteed by Banco Popular and mature on 28.12.28. There is no early k) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 19.10.09 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 03.12.09. Simple Bonds 2009 Series 1 ISIN Code: ES0357080177 On 30.12.09, the Company issued simple bonds in the amount of 40 million euros composed of 400 debentures with a par value of 100,000 euros each and an issue premium of 100.00%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 30.12.14. There is no early l) Issues that matured in 2009 Simple Bonds 2006 Series 3. ISIN Code: ES0357080094 Original bond issued in the amount of 1,000 million euros composed of 10,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 10 February 2009. Simple Bonds 2006 Series 5. ISIN Code: ES0357080110 Original bond issue in the amount of 1,500 million euros composed of 15,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 22.05.09. Simple Bonds July 2004 Series 2. ISIN Code: ES0357080011 Original bond issued in the amount of 1,000 million euros composed of 10,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 30.07.09.
The outstanding issues at 31 December 2008 and the issues that matured in 2008 are detailed below: m) Securities issued under the fixed income securities programme approved by the General Meeting of Shareholders on 15 April 2004 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 3 June 2004. Subordinated Debentures June 2004 ISIN Code: ES0257080004 On 30 June 2004, the Company issued subordinated debentures in the amount of 100 million euros composed of 1,000 debentures with a par value of 100,000 euros each and an issue premium of 99.714%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 30 June 2014. However, with the prior approval of the Bank of Spain and at the issuer s discretion, they may be redeemed at any time after 30 June 2009, coinciding with each interest payment date. Simple Bonds July 2004 Series 2 ISIN Code: ES0357080011 On 30 July 2004, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 100.078%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and mature on the fifth anniversary of the disbursement date. There is no early Simple Bonds 2005 Series 6 ISIN Code: ES0357080052 On 26.05.05, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 100.012%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 26 May 2010. There is no early n) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 14 July 2005 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 25 August 2005. Subordinated Debentures December 2005 ISIN Code: ES0257080012 On 23 December 2005, the Company issued subordinated debentures in the amount of 200 million euros composed of 2,000 debentures with a par value of 100,000 euros each and an issue premium of 99.764%. The interest rate is adjustable and payable quarterly. These securities are guaranteed by Banco Popular and have a maturity date of 23 December 2015. However, with the prior approval of the Bank of Spain and at the issuer s discretion, they may be redeemed at any time after 23 December 2010, coinciding with each interest payment date.
Simple Bonds 2006 Series 2 ISIN Code: ES0357080086 On 18.01.06, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.86%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 18.01.11. There is no early Simple Bonds 2006 Series 3 ISIN Code: ES0357080094 On 10.02.06, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 100.031%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 10.02.09. There is no early Simple Bonds 2006 Series 5 ISIN Code: ES0357080110 On 22.05.06, the Company issued simple bonds in the amount of 1,500 million euros composed of 15,000 debentures with a par value of 100,000 euros each and an issue premium of 99.994%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 22.05.09. There is no early Simple Bonds 2006 Series 7 ISIN Code: ES0357080136 On 28.07.06, the Company issued simple bonds in the amount of 500 million euros composed of 5,000 debentures with a par value of 100,000 euros each and an issue premium of 99.973%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 28.07.10. There is no early o) Securities issued under the terms of the Fixed Income Security Prospectus approved by the General Meeting of Shareholders on 06.07.06 and verified and registered in the Official Register of the Comisión Nacional del Mercado de Valores on 21.09.06. Simple Bonds 2007 Series 1 ISIN Code: ES0357080144 On 08 February 2007, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.966%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 08.02.12. There is no early
Simple Bonds 2007 Series 3 ISIN Code: ES0357080169 On 26.07.07, the Company issued simple bonds in the amount of 1,000 million euros composed of 10,000 debentures with a par value of 100,000 euros each and an issue premium of 99.986%. The interest rate is adjustable and payable quarterly. These securities were guaranteed by Banco Popular and mature on 26.07.10. There is no early Simple Bonds 2008 Series 1 ISIN Code: ES02570800200 On 23 September 2008, the Company issued simple bonds in the amount of 85 million euros composed of 1700 debentures with a par value of 50,000 euros each and an issue premium of 100.00%. The first coupon payment which will be 10% of par will be made on 29 December 2008. After that, the bonds will accrue interest at a fixed rate of 4.76% payable annually from 29 December 2009 up to and including 29 December 2028. These securities were guaranteed by Banco Popular and mature on 28.12.28. There is no early p) Issues that matured in 2008 Simple Bonds 2005 Series 4. ISIN Code: ES0357080037 Original bond issue in the amount of 500 million euros composed of 5,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 08.02.08. Simple Bonds 2005 Series 1. ISIN Code: ES0357080078 Original bond issue in the amount of 1,000 million euros composed of 10,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 08.09.08. Simple Bonds 2006 Series 6. ISIN Code: ES0357080128 Original bond issue in the amount of 500 million euros composed of 5,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 28.01.08. Simple Bonds 2007 Series 2. ISIN Code: ES0357080151 Original bond issue in the amount of 500 million euros composed of 5,000 bonds with a face value of 100,000 euros each and floating interest, payable quarterly. These bonds were guaranteed by Banco Popular. The maturity date was 22.09.08. 5.- Equity The share capital is 100,000 represented by 100 registered shares of nominal value 1,000 each and is fully disbursed.
6.- Employees The company has no employees. 7.- Directors Remuneration The Company is governed by a Board of Directors which receives no remuneration for its services. Furthermore, the Company has assumed no obligations of any kind whatsoever in respect of its members. No advances or loans were extended to Board members. 8.- Related Party Transactions To mark the maturity of the issue amortized detailed above, has canceled the Banco Popular s deposit associated with it. Similarly, the guarantee has been canceled. 9.- Events after closing Dated after June 30, 2010 the Company made two new issues which are detailed below under different programs: Securities issued under the terms of the Fixed Income Securities Base Prospectus approved by the General Meeting of Shareholders on 19.10.09 and verified and registered in the Irish Financial Servicies Regulatory Authorithy ( IFSRA ) on 22.12.09 guaranteed by Banco Popular Español, S.A. Simple Bonds "BPE FINANCIACIONES 2010 Series 3 Puttable" ISIN Code: XS0522308377 On July 20, 2010, the Company made a simple bond issue amounting to 50 million, 1,000 50,000 bond each, and an issue price of 100%. The variable interest rate is payable quarterly and its redemption date is July 20, 2012. The issue has the posibility of early redemption by the investor. Securities issued under the Fixed Income Securities Base Prospectus approved by the General Meeting of Shareholders held on October 19, 2009 and verified and entered in the official register of the Comisión Nacional del Mercado de Valores, dated December 3, 2009. Simple 2010 Series 1 Bonds Puttable ISIN: ES0357080185 As of July 23, 2010, the Company made a simple bond issue amounting to 100 million, 2,000 50,000 bond each, and an issue price of 100.00%. The variable interest rate is payable quarterly. These securities are guaranteed by endorsement by Banco Popular and its redemption date is 23 July 2012. The issue has the possibility of early redemption by the investor.