RBS 'to press ahead' with offer in banking takeover bid

A Royal Bank of Scotland-led team today said it would press on with a new offer for ABN Amro despite a court ruling allowing the Dutch bank to sell its US banking operation, LaSalle.

RBS is battling against Barclays to buy ABN in what would be the world’s biggest banking takeover.

It said its consortium would prepare a new, “materially superior” bid for the bank, even after the Dutch Supreme Court’s approval of the sale of LaSalle to the Bank of America.

The RBS team had tabled a £48.2bn (€71bn) rival offer to Barclays’ agreed £45bn (€66bn) deal for ABN, but its approach was conditional on the £10.5bn (€15.5bn) LaSalle sale being halted.

But the court ruled today that the sale could proceed under Dutch law and would not need to go to a shareholder vote.

ABN’s deal to sell Chicago-based LaSalle was seen as a “poison pill” to defend itself against a counter-bid, with the Dutch bank keen to press ahead with its agreed merger with Barclays.

But the move angered ABN shareholders, who launched legal action with investor rights group VEB. In May the Dutch Enterprise Chamber ruled that ABN’s board should seek shareholder approval for the LaSalle sale.

Following an appeal from the Dutch bank, the Supreme Court said today: “The fact that the shareholders aim at selling their shares at the highest possible price involves no obligation for the board of directors of ABN Amro to obtain shareholders’ approval of the sale of LaSalle, nor does such an obligation arise from the prevailing views of the law in the Netherlands.”

The decision removes the main legal obstacle to Barclays’ agreement to buy the rest of Amsterdam-based ABN’s operations.

If Barclays is successful in its takeover attempt, it will become the fifth biggest global banking group, with 47 million customers. It will be the world’s largest institutional asset manager, as well as the eighth largest wealth manager.

Meanwhile RBS, which has teamed up with Spain’s Santander Bank and Belgium-based Fortis for the bid, would split up ABN’s operations if it were to win the takeover battle.

RBS has always reserved the right to make a new offer if the sale of LaSalle went ahead. It said its new bid “would not be conditional on LaSalle remaining part of the ABN Amro group”.

Barclays chief executive John Varley said: “We are pleased to see the Supreme Court has made a very clear ruling. The ruling is consistent with the legal advice which we have had over time.

“The ruling is definitive and therefore removes uncertainty from the situation, which is good for ABN Amro customers and employees.”