ABN AMRO, Barclays agree to merge

Dutch bank and leading diamond financier ABN AMRO announced April 23, 2007 it will back an offer made by Barclays PLC to combine the two businesses.

The merger will create one of the largest commercial and investment banks in the industry, which will have 46 million personal and 1.4 million commercial customers, the companies reported. It will also be the eighth largest global wealth manager, they added.

The offer gives ABN AMRO a value of EUR 69.3 billion ($94.3 billion,) or EUR 36.25 per share, based upon its trading price on April 20. It represents a 33 percent premium to the ABN AMRO share price on March 16, the day before the two banks started negotiations, the banks reported in a joint press statement.

In terms of the agreement, ABN AMRO shareholders will receive 3.225 ordinary shares in Barclays for each ABN AMRO share they own. After closure of the deal, Barclays' existing shareholders will own approximately 52 percent of the new company while ABN AMRO shareholders will hold the remaining 48 percent.

The holding company of the group will be called Barclays PLC with a United Kingdom corporate governance structure and its headquarters in Amsterdam.

The companies said the combination of their businesses will result in annual pre-tax synergies of approximately EUR 3.5 billion by 2010, approximately 80 percent of which will come from cost synergies and the remainder from revenue benefits. They also said they plan to cut 23,700 of the 217,000 jobs currently at the two separate concerns.

"This proposed merger represents a unique opportunity to create a new competitive force in financial services, which will deliver benefits for our customers and clients and generate sustained growth and additional value for our owners," said John Varley, chief executive of Barclays who will serve as CEO of the combined group. "Our combined geographic reach will ensure exposure to both developed and high growth developing economies."

Meanwhile, as part of the deal, ABN AMRO agreed to sell its United States subsidiary LaSalle Bank Corporation to Bank of America Corp for $21 billion. The sale is conditional on the completion of the ABN AMRO merger.

The merger awaits approval from the ABN AMRO and Barclays respective boards of directors and is expected to close in the fourth quarter of 2007.

While ABN AMRO said it has strongly recommended to its board to accept the offer, the Dutch bank is still expected to meet with another group of financial institutions interested in making an offer.

ABN AMRO announced April 18, 2007 it has invited representatives from the Royal Bank of Scotland, Banco Santander and Fortis "to seek clarification of their intentions and interests." The meeting is scheduled for late Monday April 23, 2007, Reuters reported.