WARSAW, Dec 8 (Reuters) - Polish insurer PZU and Polski Fundusz Rozwoju (PFR) have agreed to buy a combined 32.8 percent stake in the country's No.2 lender Bank Pekao SA from Italian UniCredit for 10.6 billion zlotys ($2.58 billion), or 123 zlotys per share, PZU said.
PZU will buy a 20 percent stake in Pekao and PFR 12.8 percent, which will give state-controlled entities effective control over the lender.
"The transaction will be conducted in two stages. In the first one PZU will buy 100 percent in a company which owns 20 percent of bank's shares, while PFR will buy at the same moment 10 percent of shares directly," PZU said in a statement.
Later PFR will buy another 2.8 percent of shares.
Polish ruling conservative party Law and Justice (PiS), which took power more than a year ago, pledged to increase a share of Polish capital in the banking sector presently majority-owned by foreign investors. ($1 = 4.1085 zlotys) (Reporting by Marcin Goclowski; Editing by Kim Coghill)