10th Aug 2007 15:06
Royal Bank of Scotland Group PLC10 August 2007 The Royal Bank of Scotland Group plc EGM Result and Statement 10 August 2007 The Royal Bank of Scotland Group plc ("RBS") announces that the resolution onthe proposed acquisition of ABM AMRO by RBS and its partners, Fortis andSantander, put forward at today's Extraordinary General Meeting was passed. 5,741,774,485 shares were voted in favour of the transaction representing 94.5per cent of the votes cast and 60.7 per cent of issued share capital. The resultis a significant endorsement of the merits of the proposed transaction. RBS Extraordinary General Meeting Poll Result: For Against Witheld 5,741,774,485 333,746,080 67,318,357 The following is an extract from the speech made by Sir Tom McKillop, Chairman,at today's Meeting. "Today's meeting has been convened to enable shareholders to consider theproposed acquisition of ABN AMRO by RBS and its partners, Fortis and Santander." "It is rare that an opportunity of this kind arises that fits so closely withour priorities. ABN AMRO contains good businesses and customer franchises, witha presence in a lot of countries with very attractive growth prospects." "RBS intends to acquire two ABN AMRO activities that closely align with ourexisting strategic priorities: its Global Wholesale and International RetailBusinesses. The Board believes that the acquisition of these businesses providesboth compelling strategic logic and attractive financial returns for RBS." "For some time RBS has been set on extending its global reach in corporatebanking and on expanding its presence in the Asia-Pacific region. We have madevery good progress towards these objectives on our own, and you will have seenevidence of this in our interim results announcement last week. But thisacquisition presents an opportunity to move forward rapidly." "We believe that the ABN AMRO Global Wholesale Businesses have attractive butrelatively underdeveloped customer franchises, as well as branches in more than50 countries, and great strengths in global payments, trade finance and cashmanagement. By putting them together with our own operations we can create avery powerful corporate and institutional bank with scale, global reach and verygood growth prospects." "The Board is convinced that this transaction provides us with an excellentopportunity to move rapidly forward in the direction we are already travelling.For the Group as a whole, we believe the acquisition of ABN AMRO's businesseswill enhance our growth prospects and increase our geographical and productdiversity." "The / "The Board also believes that the acquisition provides very attractive financialreturns for you, our shareholders. There are significant opportunities to createfinancial synergies, both by saving costs and, just as importantly, by growingrevenues. We estimate the total transactional benefits will amount to€1.8 billion in the third year after completion" "Since the offer documents were posted on 23 July, we have published a strongset of interim results. ABN AMRO, too, has published its second quarter results,and these are in line with our expectations. You may also have seen that theBoards of ABN AMRO have withdrawn their recommendation of the Barclays offer,and have undertaken to engage with us with a view to ensuring a level playingfield. Shareholders of both Fortis and Santander approved their acquisition andcapital raising proposals." "Our Consortium is offering a real opportunity to build some very powerfulbusinesses, in a way that brings benefits to customers, to employees, and ofcourse to shareholders. By working together in a Consortium with Fortis andSantander, we will be able to provide the best partner for each of ABN AMRO'scomponents, with the capacity to invest in and grow these businesses. Thatgreatly reduces the risks involved and makes our proposals far morestraightforward than they would be if any one of us were to attempt such atransaction on our own. The Board is convinced that this acquisition is in thebest interests of shareholders as a whole." Forward Looking Statements This announcement contains forward looking statements, including such statementswithin the meaning of Section 27A of the US Securities Act of 1933 and Section21E of the Securities Exchange Act of 1934. These statements concern or mayaffect future matters, such as the Group's future economic results, businessplans and strategies, and are based upon the current expectations of thedirectors. They are subject to a number of risks and uncertainties that mightcause actual results and events to differ materially from the expectationsexpressed in the forward looking statements. Factors that could cause orcontribute to differences in current expectations include, but are not limitedto, regulatory developments, competitive conditions, technological developmentsand general economic conditions. The Group assumes no responsibility to updateany of the forward looking statements contained in this announcement. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
RBS.LBanco Santander