29th Jun 2006 12:45
Barclays PLC29 June 2006 29th June 2006 BARCLAYS PLC Barclays announces definitive agreement for the disposal of 43.7% stake in FirstCaribbean to CIBC Further to its announcement on 13th March 2006, Barclays Bank PLC ("Barclays")has now entered into a definitive agreement with Canadian Imperial Bank ofCommerce ("CIBC") for the sale of Barclays 43.7% shareholding in FirstCaribbeanInternational Bank Limited ("FirstCaribbean"). As previously announced, CIBC will pay a price of US$1.62 per FirstCaribbeanshare, valuing Barclays stake at approximately $1.08 billion. The transaction,which is subject to a number of conditions, including the receipt of applicableregulatory approvals, is anticipated to complete in late 2006. Under the definitive agreement, CIBC has the option of paying for thetransaction in cash, CIBC common shares, or a combination of cash and shares,the relative proportions of which CIBC will determine before completion.Barclays would not intend to be a long term holder of any CIBC shares it mayreceive in connection with this transaction. Promptly after the close of the transaction, CIBC will be required to make amandatory offer to all shareholders in FirstCaribbean. The mandatory offer willalso be at a price of $1.62 per share. Both CIBC and FirstCaribbean havereiterated their commitment to maintaining a strong minority ownership that theyexpect to grow in the future. The parties have agreed to structure the transaction in two stages, withBarclays selling 90% of its holding initially and then CIBC potentiallyacquiring, at Barclays option, the balance through the subsequent mandatorytender offer. The consideration represents a multiple of 17.5x FirstCaribbean'soperating earnings for the year ended 31 October 2005 and a multiple of 3.0xFirstCaribbean's tangible book value. Assuming a sale of 100% of Barclays stakein FirstCaribbean, the post-tax gain to Barclays on the sale is approximately£250 million. CIBC will also pay an additional sum to Barclays, as well as the othershareholders who tender their shares to this offer, to reflect dividends inrespect of their period of ownership prior to closing. Naguib Kheraj, Group Finance Director, Barclays PLC, said: "This transactionleaves FirstCaribbean well positioned for its future development. While thecombination of Barclays and CIBC's Caribbean retail banking assets created valuefor all stakeholders, the future strategy of FirstCaribbean is now best pursuedwith one controlling shareholder." - ENDS - For further information please contact: Barclays Investor Relations Media RelationsMark Merson/James S Johnson Alistair Smith/Laura Vergani+44 (0) 20 7116 5752/2927 +44 (0) 20 7116 6132/8335 CIBC Investor Relations Media RelationsJohn Ferren Rob McLeod+1 416 980 2088 +1 416 980 3714 About Barclays Barclays PLC is a major global financial services provider engaged in retail andcommercial banking, credit cards, investment banking, wealth management andinvestment management services. We are one of the largest financial servicescompanies in the world by market capitalisation. Operating in over 60 countriesand employing over 113,000 people, we move, lend, invest and protect money forover 25 million customers and clients worldwide. With over 300 years of historyand expertise in banking, Barclays PLC has six major businesses: BarclaysCapital, Barclays Global Investors, UK Banking, Barclaycard, Wealth Managementand International Retail & Commercial Banking. About CIBC CIBC is a leading North American financial institution with more than 11 millionpersonal banking and business customers. CIBC offers a full range of productsand services through its comprehensive electronic banking network, branches andoffices across Canada, in the United States and around the world. About FirstCaribbean FirstCaribbean has over 3,400 staff, 100 branches and banking centres, andoffices in 17 countries comprising: Anguilla, Antigua, The Bahamas, Barbados,Belize, The British Virgin Islands, The Cayman Islands, Curacao, Dominica,Grenada, Jamaica, St Kitts & Nevis, St Lucia, St Maarten, St Vincent and theGrenadines, Trinidad & Tobago and The Turks & Caicos Islands. The bank hasapproximately 780,000 active accounts. Disclaimer The announcement contains certain forward-looking statements within the meaningof Section 21E of the US Securities Exchange Act of 1934, as amended and Section27A of the US Securities Act of 1933, as amended, with respect to certain of theBarclays plans and its current goals and expectations relating to the potentialtransaction described above. By their nature, forward-looking statements involverisk and uncertainty because they relate to future events and circumstances,including, but not limited to, domestic and global economic and businessconditions, market related risks such as changes in interest rates and exchangerates, the policies and actions of governmental and regulatory authorities,changes in legislation and the impact of competition, a number of which arebeyond Barclays control. As a result, the actual future results may differmaterially from the plans, goals and expectations set forth in theforward-looking statements. 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