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Royal Bank of Scotland cleared the final regulatory hurdle last night in the battle for ABN Amro, when its €71 billion (£49 billion) takeover bid was approved by the Dutch Finance Minister.
Wouter Bos issued a “declaration of no objection” to the RBS consortium’s bid, meaning that the deal has received every necessary approval from market and financial regulators.
It leaves the financing of the takeover as the only potential obstacle preventing the RBS-led trio of banks from beating a rival offer from Barclays.
“This is an important step towards the completion of the Banks’ offer for ABN Amro,” the consortium said.
RBS has still to raise €5 billion from an issue of preference shares, while Fortis, one of its partners, is still preparing a keenly watched rights issue of about €13 billion. The announcement comes as ABN shareholders prepare to vote on Thursday regarding their preferred new owner of the bank, which became the centre of a three-way battle soon after Barclays had declared that it was in talks over an agreed deal in mid-April.
RBS’s chances of success also rose yesterday when Emilio BotÍn, the chairman of Banco Santander, another consortium member, said that his group was ahead of schedule in raising its portion of the funding for ABN.
ABN fuelled the prospect that a deal would go ahead when it said that it was on course to meet its financial targets, despite more than two months of turmoil in the credit markets. ABN said that its capital strength would be “marginally” below its target for the end of the third quarter but reaffirmed expectations that earnings per share would reach €2.30 over the period. “ABN Amro’s overall liquidity position remains strong,” it said.
The Dutch bank, which has increasingly warmed to the RBS bid, noted that it would not be revising its forecast for loan loss provisions. It moved to reassure investors about its exposure to the asset-backed commercial paper (ABCP) markets, which have ground to a halt in recent weeks. A spokesman said that, at €51.5 billion, ABN’s outstanding ABCP was manageable and in line with exposures faced by rival European banks. The bank noted that it had managed to roll over all of its big positions “without any difficulty”.
Speculation had been mounting that the RBS camp would try to invoke a “material adverse change” clause in the takeover deal amid worries that volatility had wrought havoc with trading at the Dutch bank.
ABN has been a big player in the debt and credit markets, but it said yesterday that its exposure to troubled sub-prime markets was limited. Sources close to ABN said that the bank’s reassuring trading update would send a strong message to RBS that trying to revise the bid terms would not be justified. The bank made its statement a day after executives led by Rijkman Groenink, the chairman, acknowledged that a rival €60 billion takeover bid from Barclays would probably fail.
Over the weekend ABN noted that Barclays’s all-share bid had been heavily dented by the bank’s sliding market value. However, it said that it was still not in a position to recommend the RBS consortium bid because it “was not in a position to support a break-up”.
The initial Barclays bid for ABN, in April, was worth €67.5 billion. Bob Diamond, the president of Barclays, acknowledged this month that the consortium bid was superior on paper, although the bank has refused to concede defeat.
ABN shares edged 0.3 per cent higher to €35.11. RBS fell 23p to 508½p and Barclays shed 15p to 581p.
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