SABB and First Bank confirm their intention to continue the merger



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The Saudi Arabian Banks (SABB) and First Bank (SABB) announced SABB's intention to continue the merger with First Bank in accordance with previously announced merger provisions and milestones.

"Based on the M & A requirements, SABB says that no one is acting in agreement with SABB in connection with the transaction," said SABB.

SABB has no shares in the first bank and has no option to buy shares of the first bank.SaBB has received irrevocable commitment from any party to vote to approve the transaction at the general meeting concerned.

He added that there was no compensation arrangement, including SABB Bank, First Bank or anyone acting in agreement with First Bank regarding the shares of First Bank, stating that the terms and conditions of Terms of the transaction did not include any termination arrangements.

SABB stated that its financial advisor, Goldman Sachs Saudi Arabia, was not obliged to provide sufficient assurance that SABB had sufficient resources to complete the transaction, as the value of the transaction, in part, will not be not paid in cash.

Regarding the latest developments of the transaction and the next steps, the two banks have indicated in two separate statements on Tadawul that they were working to fulfill the conditions necessary for the completion of the transaction, including l & # 39; obtaining relevant regulatory approvals.

They noted that they had received no objection from the Saudi Monetary Agency (SAMA) to this agreement, noting that they were continuing their efforts to obtain the other required regulatory approvals. .

After obtaining the required regulatory approvals, SABB will issue a circular containing all the details of the transaction and increasing its capital, as well as the offer document to First Bank shareholders, containing the relevant information relating to the company. 39; operation. A circular for its shareholders must contain the first opinion of the bank's board of directors on the transaction, after which the two banks will invite the extraordinary general meeting to vote on the transaction.

The banks confirmed that they were still waiting for the transaction to be finalized in the first half of 2019 and that they would announce any significant development of the transaction over time.

The transaction has not yet been confirmed and the transaction is still subject to the conditions set out in the merger announcement.

According to data available on "Numbers"On 3 October 2018, SABB and First Bank signed a binding merger agreement pursuant to which the parties agreed to take the necessary steps to implement the merger between them.

Under the terms of the agreement, the merger transaction will be carried out by merging the first bank with SABB and transferring all the first assets and liabilities of the bank to SABB Bank.

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