Standard Bank is to sell a stake in its London-based Global Markets business to the Industrial and Commercial Bank of China (ICBC).
The two banks have entered into a sale and purchase agreement in terms of which ICBC will acquire a controlling interest in Standard Bank’s London-based Global Markets business.
ICBC will acquire, for cash, 60 percent of Standard Bank Plc, the Group’s UK subsidiary and the primary legal entity used by this business, and its other international operations.
Ben Kruger, Chief Executive of Standard Bank Group said: “We are excited about the prospects of deepening and extending our cooperation with ICBC through the global markets platform that we have built outside Africa.
“The strength and reach of ICBC, our strategic partners, will open a wide range of new business opportunities for the global markets business, while continuing to serve Standard Bank’s African clients as their economies continue to grow and develop.”
The proposed transaction requires the implementation of a series of steps to constitute Standard Bank Plc as the platform for a focused Global Markets business.
The Global Markets business which is the subject of the proposed transaction includes commodities, fixed income, currencies, credit and equities products, and operations in New York, Dubai, Singapore, Shanghai, Hong Kong and Tokyo.
Standard Bank’s other activities conducted outside Africa, comprising Investment Banking, Transactional Products and Services, Corporate Banking and Services Unit, are not part of the deal and will be transferred into new, wholly owned legal entities in London, New York, Dubai and Hong Kong. Sao Paolo, Beijing and the Offshore businesses are also not part of the deal.
The purchase price will be determined as 60 percent of the audited net asset value of Standard Bank Plc at the completion date of the transaction less USD80million.
Based on the net asset value of Standard Bank Plc and other relevant operations as at the end of June 2013, the consideration for this transaction is estimated to be USD765million.
ICBC will be granted a five-year option to purchase a further 20 percent of the outstanding ordinary shares of Standard Bank Plc, which option is exercisable from the second anniversary of the date of completion.
Standard Bank will have a put option, exercisable after ICBC’s option is exercised, to sell its residual shareholding in Standard Bank Plc to ICBC for cash.
The transaction presents an opportunity to realise proceeds on disposal that will release a significant amount of capital for the Group from its operations outside Africa, which can be effectively deployed in furthering the Group’s growth strategy in South Africa and across the African continent.
Completion of the transaction is subject to regulatory approvals in multiple jurisdictions, including the South African Reserve Bank.
Under the listings requirements of the JSE, the transaction requires the approval of the shareholders of Standard Bank, which will be sought at a shareholders’ meeting, expected to be held in March 2014.
Jianqing Jiang, the chairman of ICBC, stated: “By leveraging Standard Bank Plc’s global markets business platform, mature business model, and industrial expertise, this transaction will elevate ICBC’s global markets capabilities in business development, risk management, operations, and innovation in order to better serve our clients’ needs.”