Sberbank Completes Acquisition of Volksbank International
OREANDA-NEWS. February 17, 2012. Sberbank of Russia (“Sberbank”) has completed its acquisition of 100% of Volksbank International AG (“VBI”). Today’s closing follows the announcement on 8 September 2011, that Sberbank had entered into a sale and purchase agreement with the shareholders of VBI - Osterreichische Volksbanken-AG (“VBAG”), BPCE S.A. (“BPCE”), DZ BANK AG (“DZ BANK”) and WGZ BANK AG (“WGZ BANK”), reported the press-centre of Sberbank.
The transaction perimeter does not include VB Romania, VBI’s banking subsidiary in Romania.
In the period between signing and closing, the selling shareholders have made capital contributions to increase VBI shareholders’ equity to offset Q3 2011 losses, and also agreed to reduce the €585 million consideration by €80 million. Final consideration is EUR 505 million.
As part of the completion of the acquisition, Sberbank has also assumed from VBAG, DZ BANK, WGZ BANK and BPCE the equivalent of ca. EUR 2.1 billion of long-term shareholder refinancing and VBAG or a group of banks led by VBAG have provided Sberbank with five-year funding in an amount of EUR 500 million.
This landmark transaction represents Sberbank’s first major acquisition outside the CIS and is the latest step in its transformation from a large domestic financial institution to a leading international bank. VBI excluding VB Romania has 295 branches and over 600,000 clients. VBI’s subsidiaries are within the top 10 financial institutions (by total assets) in each of Bosnia and Herzegovina, Croatia, the Czech Republic, and Slovakia, and within the top 15 financial institutions (by total assets) in each of Hungary, Serbia and Slovenia. It also has a presence in Ukraine and holds a banking license in Austria.
“This transaction is an important step in Sberbank’s international strategy and in our journey for building a truly global financial corporation. Sberbank is uniquely positioned due to its capital and funding capabilities to benefit from a growth potential offered by Central and Eastern European countries. We are confident that Sberbank will build a strong platform for both organic and inorganic growth using VBI footprint”, explained Sberbank CEO Herman Gref.
VBI CEO Friedhelm Boschert expressed his satisfaction at the completion of the transaction: “I am very pleased that now, after our more than 20 years of operating in the CEE region, we will be able to open up a new chapter in our ongoing success story with the support of Sberbank as our new strong owner“.
Societe Generale and J.P.Morgan acted as financial advisors to Sberbank. Troika Dialog also advised on the transaction.
PricewaterhouseCoopers and Oliver Wyman are advising Sberbank on the integration process.
Citigroup provided a fairness opinion to the Executive Board of Sberbank.
Freshfields Bruckhaus Deringer LLP was Sberbank’s legal counsel, while Deloitte conducted financial and tax due diligence on behalf of Sberbank.
Ithuba Capital acted as sole financial advisor to VBAG, DZ BANK and WGZ BANK, and Deutsche Bank acted as sole financial advisor to BPCE.
Schoenherr acted as legal counsel for VBAG, DZ BANK and WGZ BANK while Bredin Prat and Dorda Brugger Jordis acted as legal counsel for BPCE.
KPMG provided vendor assistance and tax services to VBAG.