RBS trio says ABN offer financing secure

By Staff
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LONDON, May 14 (Reuters) A Royal Bank of Scotland-led consortium said it had secured financing for its proposed 71 billion euro ( billion) takeover of Dutch bank ABN AMRO and said its deal would have lower risk and not significantly more job cuts than a rival offer.

ABN, however, said it had not had any contact with the consortium since it rebuffed a proposed offer from the group on May 6. ABN has agreed an all-share takeover by British bank Barclays, worth 63 billion euros, which RBS and its partners Santander and Fortis are trying to unravel.

Either deal would be the biggest-ever bank takeover.

After weeks of claim and counterclaim, Dutch market regulator AFM on Monday forced ABN and the consortium to publish letters, a memorandum and other recent correspondence.

The consortium confirmed its proposed offer was worth 38.4 euros per ABN share, comprising 27 euros in cash and the rest in RBS shares. It said it could adjust the offer, but the cash element would be at least 26 euros per share.

It said it would consider disposals, but a deal would not be conditional on any.

Talks between ABN and the consortium fell apart on May 6 as RBS and its partners said their offer was conditional on them also buying ABN's U.S. arm, Chicago-based LaSalle Bank.

The consortium offered .5 billion for LaSalle, trumping a billion bid for the unit from Bank of America, but ABN said it would not accept the ''interconditional'' offers for LaSalle and the rest of ABN.

ABN has also said the consortium has not provided full details of the financing of its proposal and therefore could not assess the bid's likelihood of success.

A letter dated May 3 and a May 5 memo from the consortium confirmed Fortis and Santander would issue equity to raise cash -- which could result in two of the biggest-ever rights issues. RBS will issue shares directly to ABN shareholders.

Merrill Lynch, the consortium's adviser, would underwrite all equity and Tier 1 capital issuance. Other banks, including some institutions advising ABN, said they may help with any fundraising, the letter said.

The consortium confirmed the split of assets under their proposal. Fortis would get the Netherlands, Private Clients and Asset Management. RBS would get North America, Asia, Global Clients, Europe apart from Italian unit Antonveneta, and the wholesale businesses excluding Brazil.

Santander would have Latin American retail and commercial banking businesses, Antonveneta and Interbank Consumer Finance.

By 0915 GMT ABN shares were up 1 percent at 35.6 euros.

REUTERS SRS HT1704

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