Fortis Shareholders Advised To Vote In Favor Of ABN Amro Bid

AMSTERDAM (Dow Jones)--An independent shareholder advisory service saidWednesday that it has recommended that Fortis NV (FORSY) shareholders next weekvote in favor of the bank's participation in the takeover of Dutch peer ABN AmroNV (ABN).

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Institutional Shareholder Services Inc., an independent proxy voting advisoryand corporate governance company, issued the recommendation in a report dated July 20 and made public Wednesday.

It also advises shareholders to vote for a plan to finance Fortis' portion ofthe deal and allow it to issue up to EUR13 billion in new shares.

"Despite the significant risk factors, which investors are advised to takeinto serious consideration when making their vote decision, it is our view thatthe strategic rationale presented, when combined with the cost savings andpotential long-term revenue and earnings potential as well as the positive trackrecord of Fortis and its management, outweigh the mentioned concerns," it said.

Fortis needs 50% of shareholders to support its plan to take over the Dutchbank. A resolution on the increase in share capital requires a 75% majority.

Fortis is participating in a consortium led by the Royal Bank of Scotland PLC(RBS.LN) and also consisting of Spain's Banco Santander SA (STD). Fortis wouldacquire ABN Amro's business units the Netherlands and its private banking andasset management operations for EUR24 billion.

The consortium's bid values the whole of ABN Amro at around EUR71 billion, or EUR38.40 a share, of which 93% would be paid in cash.

At 0925 GMT, Fortis shares were down EUR0.83, or 2.8%, at EUR28.39 in abroadly lower Dutch market.

Company Web site: www.fortis.com

-By Stefan Kloet; Dow Jones Newswires +31-20-6260770; stefan.kloet@dowjones.com

(END) Dow Jones Newswires 08-01-07 0527ET Copyright (c) 2007 Dow Jones & Company, Inc.

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