National Bank of Abu Dhabi : NBAD Reports 2nd Quarter / 1st Half 2016 Results

NBAD ‒ FGB Merger : A transformational merger of equals
On 3 July 2016, First Gulf Bank PJSC (FGB) and National Bank of Abu Dhabi PJSC (NBAD) announced that their boards of directors voted unanimously to recommend to shareholders a merger of the two Abu Dhabi-listed banks. The proposed merger will create a bank with the financial strength, expertise, and global network to support the UAE's economic ambitions at home and drive the country's growing international business relationships.

The combined bank will create a leading bank in the region, with AED642 billion (US$175 billion) of assets and a combined market capitalisation of approximately AED106.9 billion (US$29.1 billion). It will be the leading financial institution in the United Arab Emirates (UAE), with a 26 percent share of outstanding loans, and will operate an international network of branches and offices spanning 19 countries. Both entities will continue to operate independently until the merger becomes effective, which is expected in the first quarter of 2017.

The proposed transaction is a merger of equals and will be executed through a share swap, with FGB shareholders receiving 1.254 NBAD shares for each FGB share they hold. Following the issue of the new NBAD shares, FGB shareholders will own approximately 52 percent of the combined bank and NBAD shareholders will own approximately 48 percent. The Government of Abu Dhabi and related entities will own approximately 37 percent. On the effective date of the merger, FGB shares will be delisted from the Abu Dhabi Securities Exchange.

The combined bank will retain NBAD's legal registrations and the brand name of 'National Bank of Abu Dhabi'. Its board will include four nominated directors of FGB and four nominated directors of NBAD. His Highness Sheikh Tahnoon Bin Zayed Al Nahyan, who is currently Chairman of FGB, is the Chairman designate. His Excellency Nasser Ahmed Alsowaidi, who is currently Chairman of NBAD, is the Vice Chairman designate, and Mr. Abdulhamid M. Saeed, who is currently Board Member and Managing Director of FGB, is the Chief Executive Officer designate for the combined bank.

The merger is subject to a number of conditions, including the approval of the merger by at least 75 per cent by value of the shares represented at quorate general assembly meetings of FGB and NBAD. The merger is also subject to receipt of all required regulatory approvals.

For more information, please visit www.bankfortheuae.com.