Just over 1.590 billion ordinary shares of the Dutch entity have been tendered in the takeover bid
The takeover bid made by the consortium formed by the entities Royal Bank of Scotland (RBS), Fortis and the Spanish Banco Santander on ABN Amro has so far achieved the support of approximately 86% of the capital of the Dutch bank.
This was reported today by the entity chaired by Emilio Botín to the National Securities Market Commission (CNMV) in a statement in English, in which it indicates that just over 1.590 billion ordinary shares of the Dutch entity have been tendered in the takeover bid.
Furthermore, he specified that 35,34 million ADSs - shares of the Dutch bank listed on the New York Stock Exchange - have also accepted the offer, although 7,087 million of these shares have been temporarily excluded from the takeover bid until October 10th, when it will be known whether the minimum acceptance conditions have been met.
After the acceptance period for the takeover bid ended last Friday, the consortium announced that it will declare the offer unconditional no later than October 12.
After winning the bidding war with British bank Barclays, the consortium members will pay 71.000 billion euros for ABN, valuing the Dutch group's shares at 38 euros, five euros above their rival's offer.
According to the planned schedule, next Wednesday, Santander and its partners will declare their offer unconditional, since they have to wait for Fortis to complete its €13.400 billion share issuance program tomorrow to pay their contribution to the operation.
From then on, the consortium has five days to make the payment to the shareholders of the Dutch group who have responded to its takeover bid.
If those deadlines are met, as expected, the consortium members will own ABN Amro, the largest bank in the Netherlands with 4.500 branches in 53 countries, on October 17.
Barclays admitted defeat last Friday in the battle to gain control after receiving support from only 0,2 percent of ABN's capital, suggesting that the consortium would no longer have any problem buying it.
Thus, the three banks will divide ABN's assets worldwide, with Santander receiving those of the Brazilian Real and the Italian Antonveneta for about 19.900 billion.
For Santander, this operation represents a "strong re-entry" into the Italian market, always difficult to access for foreign entities seeking acquisitions, and which it knows well due to its long tenure in the capital of San Paolo.
Furthermore, it strengthens its position in Brazil, where it already owns Banespa, the country's sixth-largest bank. Thanks to the acquisition and the existing synergies between the two entities, it will become the third-largest bank in terms of number of branches and loan volume.
Furthermore, it will become the second largest bank in terms of customer deposits - with 20 million - and with 54.000 employees.
When Santander's extraordinary shareholders' meeting approved the financing needed for the purchase last July, which included issuing shares for about 4.000 billion and issuing bonds convertible into shares for another 5.000 billion, Botín indicated that the rest of the investment (10.900 billion) would be financed with balance sheet optimization mechanisms.
The funds obtained from operations such as the divestment in the Italian entity San Paolo (with capital gains of 560 million), the sale of its pension fund business in Latin America, for more than 950 million, and the 1.400 billion in capital gains it expects to achieve from the sale of real estate in Spain, in which it will remain under a rental agreement, will be allocated to the purchase.
The demand for Santander's convertible bonds in the market caused their value to rise to 7.000 billion euros, so the capital increase, planned for the end of this year or the first quarter of 2008, may be reduced to 3.000 billion euros, market sources explained.
Furthermore, Santander and its partners can acquire 100% of ABN Amro's shares if they obtain support from ABN shareholders exceeding 95%, support that the consortium expects to achieve, sources close to the operation told Efe.
If that 95 percent threshold is reached, Dutch law obliges shareholders who have not accepted the offer to forcibly sell their shares at a price set by the Amsterdam Court of Appeals, which would have to be paid entirely in cash.
According to sources close to the operation consulted by Efe, the consortium will not hesitate to exercise the right of forced sale included in Dutch law to acquire the remaining percentage, a measure they already announced in their offer brochure.
According to that takeover law, an offer backed by 95 percent has the right to forcibly purchase the remaining shares, so that the consortium will take over all of ABN's capital.
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