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Cross Border International Acquisition

Cross Border International Acquisition


Clients

Board and senior management team of a pan-GCC corporate & investment bank.


Issues

As part of its effort to expand its product offering and diversify its earning streams, the client decided to acquire an investment bank located in an international financial centre.

Informal conversations between the owners / leaders of the two banks led to a verbal agreement between the principals. The challenge was to convert this verbal agreement into a successfully completed acquisition transaction in a timely manner.


Project

As the first cross-border acquisition by a leading GCC financial institution this project had a high profile in the marketplace and high stakes for both institutions.

The project had a life span of almost six months and had four different components.

The first step was to convert the in-principal verbal agreement between the principals into a Memorandum of Understanding (MOU) outlining the fundamental points of the acquisition.

Following the signing of the MOU and public announcement of the merger, the remaining three phases of the project (valuation, due diligence and legal completion) commenced simultaneously.

These phases had to be completed in a manner acceptable to both parties against a publicly announced tight completion deadline. Led the overall coordination of the three phases and also provided leadership to three separate teams for valuation, due diligence and legal completion.

The teams were made up of both internal bank staff and external advisors, e.g. accounting firms and legal firms in the UK and in the GCC.

At the same time, the project team corresponded with, and made presentations to the regulatory authorities in the GCC, the UK and the USA to gain their approval of the merger.

In spite of many ups and downs, the acquisition was legally completed on time. The speed of completion of the transaction was widely praised by business analysts / press and senior management of other GCC banks.

Cross Border Regional Acquisition


Clients

Major bank in a GCC country.


Issues

The bank had a commanding competitive position in its home market. However, its capital base was in excess of the business needs in its home market. The growth in the home market was slower than the growth in retained capital.

To help it deploy shareholders funds efficiently, the bank wanted to diversify out of its home base and grow regionally.


Project

The objective of the project was to identify acquisition targets in selected neighbouring countries.

The project team’s work included: a) development of acquisition criteria for board approval; b) shortlist acquisition targets; c) develop scenarios for JV and varying percentages of bank ownership; d) valuation of targets; e) preliminary due diligence; f) purchase offer and negotiations.

This was followed by presentations to the board and reports on the target bank and its growth potential and justification for pricing and valuation for the client.