Abu Dhabi’s planned combination of two of its largest banks could set a record as the biggest merger and acquisition deal in the Middle East – if it concludes.
National Bank of Abu Dhabi and First Gulf Bank said this week that they are in talks to create the region’s largest lender with assets of about $170bn and a combined market value of almost $30bn. While the structure of the transaction hasn’t been announced, NBAD’s market capitalisation of $13.5bn and FGB’s at $15.5bn would make it the biggest yet between two Middle Eastern companies, according to data compiled by Bloomberg.
Abu Dhabi may structure the deal as a merger of equals and it’s unlikely to take the form of a takeover of NBAD by FGB, people familiar with the matter said yesterday. The emirate is backing the merger because it’s keen to create a bank that could compete with QNB and expand overseas, the people said.
Mergers and acquisitions in the Middle East have been patchy in recent years with some of the region’s biggest transactions failing to close. Emirates Telecommunications Corp ended talks to buy a majority stake in Zain, Kuwait’s biggest phone company, for $12bn in 2011, while EFG-Hermes Holding’s agreement to create the largest Arab investment bank with Qatar’s QInvest collapsed in 2013 after the deal didn’t get Egypt’s regulatory approval.
“The potential NBAD and FGB merger is a hugely significant deal between two leading companies, presaging possible future consolidation in the sector,” said Emad Mostaque, a London-based strategist at emerging-markets consultancy company Ecstrat Ltd. “Unlike other deals, such as the Zain and Etisalat proposal, the cultures and key decision makers are aligned.”
A working group of senior executives from each bank is reviewing the commercial, structural and legal aspects of the deal, according to a statement from the banks. If the deal goes ahead, it would mark the UAE’s first major banking-industry merger since National Bank of Dubai and Emirates Bank International combined to create Emirates NBD in 2007.
“There have been only few transactions of this size in the region and this should be seen as the start of consolidation, not only in UAE but in other Gulf countries,” said Anshul Gupta, a partner at Dubai-based investment firm Al Masah Capital Management Ltd. “Hopefully governments will look up to such consolidation to improve efficiencies and productivity.”
The value of deals is on the rise, climbing to the highest level since the final three months of 2014 during the second quarter, as crude’s more than 50% plunge since the middle of 2014 pushes investors to sell assets. The value of transactions in the Middle East and Africa have climbed 11% in 2016 compared with a year earlier to $381bn, according to data compiled by Bloomberg.
This week, a UAE-based investor group led by Emaar Properties Chairman Mohamed Alabbar agreed to buy Kuwait Food Co shares from its majority stockholder for $2.36bn, ending years of discussions with multiple parties including KKR & Co and CVC Capital Partners Ltd.
Saudi International Petrochemical Co and Sahara Petrochemicals Co are also considering reviving a merger plan after ending talks in 2014 to create a $5.8bn company, people with knowledge of the matter said in May.
The “pipeline is very strong and there are a lot of deals happening,” Omar Iqtidar, Citigroup’s head of investment banking in the Middle East, said in an interview last month.
The NBAD and FGB merger could lead to revenue synergies of 6% to 12% and cost synergies of as much as 28%, according to Sanjay Uppal, who was chief financial officer when Emirates Bank and National Bank of Dubai merged to form Emirates NBD in 2007.
“The deal may fall apart if the projected synergies that the merger generates are not meaningful,” said Shabbir Malik, a banks analyst at EFG-Hermes. “Moreover disagreement on the split of the board and appointment of key management positions in the new entity is also likely to be a challenge for this deal.”
Depending on the final value of the combination, it may surpass the Middle East’s biggest deal including foreign buyers, which is currently Lafarge’s $15bn purchase of OCI Cement from Egypt’s Orascom Construction in 2007, according to data compiled by Bloomberg.
The merger would also create a lender whose market value may exceed the likes of Credit Suisse Group, Standard Chartered or Deutsche Bank. The combined entity would control more than a quarter of lending of publicly banks in the UAE, according to data compiled by Bloomberg.
“There appears to be a compelling strategic fit between the two banks,” said Doug Bitcon, a fund manager at Rasmala Investment Bank Ltd in Dubai. “Both parties are bringing value to the table.”