Sunday, July 22, 2007

ABN Amro CEO Prefers Barclays Bid


ABN Amro CEO Prefers Barclays Bid, but Concedes RBS Is Poised to Win.

The chief executive officer of ABN Amro still prefers a takeover offer from Barclays PLC that is worth at least 10 percent less than a euro71.1 billion ($97.8 billion) bid from a banking consortium led by Royal Bank of Scotland PLC, he said in an interview published Saturday.

But Rijkman Groenink also conceded that the RBS group appears set to win the fight for ABN Amro Holding NV, the largest takeover battle in the history of the financial industry.

"I'm still convinced that the merger with Barclays is the best," Groenink told the respected financial daily NRC Handelsblad in his first detailed public remarks since a shareholders' meeting in April. "It's better in terms of its content, but it's not good enough in terms of amount."

RBS and its partners said Friday they will launch a euro38.40 ($53.01) -per-share offer for ABN Amro Monday, mostly in cash, that will last until Oct. 5, becoming unconditional if more than 80 percent of ABN shareholders tender their shares.

Meanwhile Groenink and ABN's board have agreed to an all-share bid worth euro33.86 ($46.74) per ABN share based on Barclays' closing price Friday -- which shareholders are likely to spurn, he conceded.

"The difference is too large for many investors even to look at the Barclays offer," Groenink told the paper.

"Hedge funds and speculators" likely hold 30 to 40 percent of ABN's shares, he said. "They have only one interest and that's in the highest offer, in cash, and today, please."

Many institutional investors also hold ABN Amro shares, and they are legally obliged to chose the highest offer in such situations.

In light of RBS's higher bid, Barclays has said it may sweeten its offer or add a cash component in order to remain competitive.

Analysts say that, based on offer price alone, Barclays cannot hope to win a battle with RBS and its partners, Fortis NV of Belgium and Banco Santander Central Hispano SA.

However, ABN shares closed down 1.1 percent at euro36.63 ($50.58) in Amsterdam, somewhere between the two offers, suggesting investors were not fully convinced the RBS group will win.

Barclays CEO John Varley has said that, while his bank's bid may be lower, it would offer a better long-term return to shareholders and avoid what he called the planned "carve up" of the company by the consortium.

Fortis wants ABN's Dutch operations, Santander wants its Brazilian and Italian arms, and RBS wants the rest, including its investment banking arm.

In the interview, Groenink repeated that, under Dutch law, he has a duty to consider more than just the interests of shareholders, who he said "can look after themselves."

But he remained mostly vague about the reasons he believes a takeover by the consortium is less desirable than a merger with Barclays. Barclays has said its merger will lead to more than 20,000 jobs lost or outsourced, mostly in England, while the consortium has said its offer will lead to fewer job losses overall.

Groenink said there was no proof of that.

"ABN Amro has still not had any answers to questions we've had since the beginning of May, about the risks of splitting up the company for customers, employees and society at large," he said.

He also added there was a danger that if the RBS consortium wins "the chance is bigger that there's an exodus from the head office because people don't have any desire to work on breaking apart the bank for one, two or three years. They'd rather go somewhere else to build something."

Barclays has until Aug. 6 to file its offer.

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