Tahnoon Bin Zayed as Chairman of the Board of Directors acquirerTruth Consultancy
Tahnoon Bin Zayed as Chairman of the Board of Directors acquirer
Bank management council «First Gulf Bank» and «Abu Dhabi National» agree to the merger |
Posted: Monday, July 4, 2016
Abu Dhabi (Union)
The Board of bank «First Gulf» Management and «Abu Dhabi National» unanimously approved the merger of the two banks with total assets of about 642 billion dirhams «175 billion». And announced the two banks of the purposes listed in the Abu Dhabi Securities Market in their statement yesterday, the board of directors each agreed to make a recommendation to shareholders to approve the merger of the two banks.
The statement pointed out that the proposed merger will contribute to create a great experience financial strength and extensive global network bank qualifies him to play a role in supporting the economic aspiration of the state at the local level in addition to his role in the consolidation of relations and partnerships growing that connect the state to the global economy.
He pointed out that the bank resulting from the merger «acquirer bank» will be the largest in the Middle East and North Africa region with total assets of about 642 billion dirhams «175 billion» while the market value of about 106.9 billion dirhams «$ 29.1 billion.» Thus, the bank becomes a market share of existing loans amounting to about 26% of the total outstanding loans in the country and the Bank has an international network of branches and offices in 19 countries around the world, where the two banks continue to work Kmasstin independent until the merger into force and which is expected to be completed during the first quarter of the year 2017.
The proposed transaction is a merger of equals with will be implemented through the mechanism «stock exchange» where he gets First Gulf Bank shareholders 1.254 shares in the National Bank of Abu Dhabi in exchange for each share they own in the First Gulf Bank.
It includes the exchange rate discount rate of 3.9% of the share price of First Gulf Bank, according to the closing price of the trading day corresponding to June 30, 2016, the discount rate of 12.2% of the share price of First Gulf Bank rate for a period of three months preceding the declaration of information relating to the proposed merger on 16 June 2016.
After the issuance of the National Bank of Abu Dhabi’s new shares have the shareholders of First Gulf Bank, about 52% of the bank acquirer, while shareholders of the National Bank of Abu Dhabi owns about 48% and the share of its Abu Dhabi government entities about 37% and is cancel the listing of First Gulf Bank’s shares of listed companies registered with the Abu Dhabi Securities market with effect from the effective date of the merger.
The bank continues to merging its operations under the name National Bank of Abu Dhabi, featuring the Board of Directors of the Bank acquirer after the entry into force of the merger of four members nominated by First Gulf Bank and four members nominated by the National Bank of Abu Dhabi. And shall Sheikh Tahnoun bin Zayed Al Nahyan, the presidency of the bank acquirer Management where he is currently his Presidency of the Council, First Gulf Bank in operating HE Nasser Ahmed Al Suwaidi, Vice-President of the Board of Directors of the Bank acquirer where he currently serves as Chairman of NBAD. And shall Abdul Hamid Mohamed Said a member of the Board of Directors and Managing Director of First Gulf Bank is currently the Chief Executive of the bank acquirer after the merger into force on to take the new members of the Board of Directors of their duties in the effective date of the merger, and will continue all of Andre Sayegh and Alex Taersba management Pennekehma independently in their capacity as the chief executives of the Bank of the Gulf first National Bank of Abu Dhabi, respectively, until the entry into force of the merger. His Highness Sheikh Tahnoon bin Zayed Al Nahyan, said that the new bank and balanced growth engine in the United Arab Emirates where he works to stimulate economic diversification, investment and leadership of ambitious entrepreneurs and their employees forward.
He added that the bank will be the strength and experience two great what Aahlanh to support private sector growth in the state Boqsama all ranging from small and medium-sized businesses to large enterprises in order to work on the development of the sector’s ability to expand beyond the borders of the state, explaining that the bank has all the ingredients that make future strategic banker to the government and its partner.
For his part, HE Nasser Ahmed Al Suwaidi said that the state will benefit from the presence of the bank acquirer strong financial partner capable and qualified to meet the challenges and drive growth domestically and consolidate the bonds of the growing relations and partnerships that connect the state to the global economy.
He stressed that the expansion of the business at an accelerated pace in emerging markets provides a wide range of opportunities for our customers and to the acquirer bank, which will be the largest in terms of size and capacity.
He said «We have the ingredients, all of which make us preferred financial partner for any interested in the business sector in the region, linking the east and west, including the capital and expertise of international and non-proliferation party, and we will work through multiple branches as a link essential for companies and governments that want to enter the top markets regional and global money. » For his part, Abdul Hamid Saeed, chief executive-designate, said the banker, First Gulf national and Abu Dhabi are among the most successful banks in the state and follow a reliable and effective growth strategies, adding that the new bank feature stems from the work of the two banks integrate each other and supported by highly experienced from both sides lead a team which reflected on the high standards that we offer to our customers and opportunities Sngtinmha in the domestic and international markets franchise service. »
AED 90 billion, total shareholders’ equity
The proposed transaction represents a merger equal in order to create the largest bank in the Middle East and North Africa region in terms of assets.
Total equity of 90 billion dirhams ($ 24.5 billion), while its market value would be around 106.9 billion dirhams (29.1 billion dollars).
And it enjoys merging the bank with all the possibilities that qualifies him to play the role of the president in supporting the economic ambitions of the United Arab Emirates and fund growth plans at a time when the state is moving steady and confident in the implementation of its strategy to promote economic diversification and the development of the UAE’s experience in the banking and financial sector, as well as his role in the consolidation of the bonds relationships and partnerships that connect the state’s growing global economy. Board of directors and see all of the National Bank of Abu Dhabi and First Gulf Bank said the merger will return significant benefits to both customers and investors, and will contribute to accelerate the application of growth strategies which are also the most successful banks of Abu Dhabi. On the one hand, First Gulf Bank occupies a leading position in both the retail banking, it also provides the most powerful credit card offers in the United Arab Emirates, as well as management of the program to the citizens of housing loans on behalf of the Government of Abu Dhabi. In turn, the National Bank of Abu Dhabi enjoys a leading position in the local banking institutions and companies as well as being a leader in the field of consultancy services for the capital markets in the United Arab Emirates banks. The bank has succeeded in consolidating its position and strengthen its presence and its international relations.
The bank will be merging an integrated financial institution is characterized by the diversity of services and areas of specialization, which will provide a strong portfolio of offers in the area of retail banking, wealth management and banking services for small and medium-sized enterprises and large corporations in addition to providing advisory services to the capital markets.
It is likely to be the initial focus of the Bank of the UAE market, but its size and expertise comprising the international presence wide will make him a leading international financial institution, especially in the field of banking services for institutions, corporations and advisory services for the capital markets and other key sectors such as banking services to slice the wealthy.
The benefits of the merger is also reflected in increased savings resulting from scale, which will spur the bank to invest in important areas include technology, risk management, compliance and governance, as well as the development of digital customers banking platforms.
The financial benefits of the merger
The financial standards of the bank acquirer strong, Valmadl supposed adequacy Tier I capital of 15.7%, which exceeds the minimum demanded by the UAE Central Bank, while the adequacy of the total capital rate of 16.9%, in addition to the financing structure characterized by diversity, where the rate of corporate financing 30% of the total, while customer deposits ratio up to 69%, while other obligations be 1%.
Featuring the presumed deposits also the diversity of sources accounting for 33% of corporate deposits and deposits of government and other public bodies 33%, and deposits of individuals 22%. Loan rate is supposed to deposit at the bank acquirer 94%.
The bank will own one of the best profit the main industry-wide standards, with a net margin of assumed interest rate 2.30%, and the average cost to the supposed income 30%, and the rate of return on average assets of 14.1% is assumed.
Experts and specialists for «union»:
Bank acquirer more strength and solvency and effectiveness of global economic arm
Bassam Abdel Samie (Abu Dhabi)
Confirmed experts and specialists, the new banking entity resulting from the merger between the National Bank of Abu Dhabi and First Gulf Bank in Abu Dhabi, is a more powerful and solvency of the global effectiveness of the economic arm, pointing out that the banking sector, the economy’s health safety valve, noting that the acquirer bank can provide new services and many products and it enjoys a large financial solvency increase the confidence of depositors, and the ability to stretch and get investment opportunities outside the UAE.
He explained these, that the merger provides banking entity nationally eligible to increase its competitiveness and future more efficiently and effectively representing a positive approach in the emirate’s economy to achieve effective integrated institutions, and achieve new entity standards Basel 3 with high efficiency and increased by more than 100%, adding that the banking entity’s new contribute to the financing of development projects can be benefit the economy, reflected in the trade and investment activities in the state, arguing that the number of companies operating in the state banks in excess of the size and needs of the market, leading to a state of negative competition, with each other to increase its market share.
Dr. Ibrahim Alkrnh, an expert on the Arab Monetary Fund «new bank resulting from the merger of First Gulf Bank and National Bank of Abu Dhabi process will have the ability to confront and to diversify and increase the banking and an increase in capital adequacy», pointing out that the integration of the two banks process provides banking entity eligible to increase capacity competitive future, to be the largest in the Middle East and North Africa with total assets of 642 billion dirhams ($ 175 billion).
He explained that the move represents a kind of optimal exploitation of the resources of the institutions to be more flexible and able to cope with the latest developments, and to enhance the durability of the national economy and strengthen its performance and enhance its leading position among regional and international economies achieve the ambitions of the United Arab Emirates in moving toward leadership and global competition.
He pointed out that merging the bank provides the ability to generate returns from the unification of the business offering a complete portfolio of banking products and services improved across the broader the scope of a unified platform, providing advanced technology platform and the use of the expansion of the extended distribution network and increased activity Wealth Management offers capabilities.
For his part, Reda Muslim said economist «increase the number of companies operating in the state banks for the size and needs of the market led to a situation of negative competition, with each other to increase its market share», pointing out that the acquirer bank increases the durability and the ability of the banking sector to keep pace with the developments and growth of the incident in the state .
He explained that the new banking entity besting in the application of the Basel 3 standards and achieves several benefits include the exchange of experiences and sophisticated systems and geographical spread and development of products in the two banks as well as the application of best practice transfer, in addition to external expansion, and the ability to finance major projects. In turn, Wadah Al Taha, a member of the Advisory Board of the Institute of Securities and Investment British in the UAE, said: «The new entity has the ability to carry out banking much larger operations than it is now, the processes that get global alliances», pointing out that such trends produce banking entities able to protect the national economy at risk occurrence and deal with various challenges.
He pointed out that the banking sector constitutes the heart of the economy and the health of the banking sector reflected negatively on the economy and positively, noting that the entity resulting from the merger as a more powerful economic levers to contribute to the financing of mega projects. He expected to see the next stage more mergers between banks, especially after the integration of the largest banks in the emirate, pointing to the existence of 23 national banks and 28 foreign banks, and that in the event of the full operations of the merged witness banking paper and having at least 10 big banking institutions, saying : «the merger between the National bank of Abu Dhabi and first Gulf will spur other banks in the UAE to merge to create a major financial and banking entities able to compete, and to increase its share of the market.»
Capital and liquidity sufficient to promote growth
Contribute to the savings that will be achieved as a result of the process of integration in the management of the bank’s business efficiently.
It is expected to achieve the planned merger decrease in costs by 500 million dirhams «$ 136 million» annually, and that the interest cost over three years achieved while the estimated unify business costs a one-time up to 600 million dirhams «$ 163 million», merging the bank and offers the possibility of generating revenues from the unification of the business, offering a complete portfolio of banking products and services improved across the broader the scope of a unified platform, in addition it will have the acquirer bank capital and liquidity sufficient to seek opportunities to strengthen to increase growth, including opportunities in the local market segments and support companies Alamartah wishing to expand internationally and providing advanced technology platform and expanding the use of the extended distribution network capabilities, and increased activity of wealth management offerings. And adhere to the new bank’s management in the development of talent necessary to provide the best services and to work in accordance with best practices and standards of corporate governance. It comes on the priorities of the Bank’s management staff of the two banks merged into a unified work environment, and will put its customers on top of its priorities.
And subject to the process of integration of many conditions, including obtaining the approval of at least 75% of the shares represented at the meeting held general assembly in assets and completed a quorum of the National Bank of Abu Dhabi and First Gulf Bank, while the merger is subject to get the approval of all regulatory bodies concerned.
Credit Suisse, IG «Hong Kong» works as financial adviser at National Bank of Abu Dhabi exclusively and not any other party relating to this merger, and will not be responsible for any other party except the National Bank of Abu Dhabi, in terms of providing protection that is granted to clients of Credit Suisse or provide advice with respect to integration, or the contents of this announcement, or matters referred to therein. And works UPS, AIG «London Branch» financial advisor to First Gulf Bank exclusively and not any other party relating to this merger, and will not be responsible for any other party except the First Gulf Bank, in terms of providing protection that is granted to clients UPI Bank ABS, or advise with respect to integration, or the contents of this announcement, or matters referred to therein.