About the transaction


Context and rationale

The merger of FGB and NBAD accelerates the growth strategies of these two successful Abu Dhabi banks with the aim to serve customers better in a fast-changing global environment.

The combined bank brings together two full service financial institutions with market leading strengths.

FGB built a market-leading consumer banking franchise, with one of the strongest credit card offerings in the UAE and a long-standing National Housing Loan programme run for the Abu Dhabi government. NBAD led in the UAE in wholesale banking and capital markets advisory with strong international connectivity.

The new, well-balanced bank will be an engine of UAE growth, driving further investment and economic diversification, and advancing the ambitions of entrepreneurs and the people they employ. It will support the development of the UAE’s private sector, from SMEs to large companies gathering strength to expand beyond their national borders. And it will be the strategic banking partner to the UAE government and its agencies.


Transaction structure

FGB and NBAD announced on July 3, 2016, that their boards of directors had voted unanimously to recommend to shareholders a merger of the two banks. The transaction was approved by the respective shareholders of the two banks on December 7, 2016.

The transaction is a merger of equals executed through a share swap, with FGB shareholders receiving 1.254 NBAD shares for each FGB share they hold.

On the issue of the new NBAD shares, FGB shareholders would own 52 percent of the combined bank and NBAD shareholders would own 48 percent. The Government of Abu Dhabi and related entities would own approximately 37 percent.

As of close of trading on March 30th, 2017, FGB shares were delisted from the Abu Dhabi Securities Exchange. New NBAD shares started trading on Sunday April 2nd 2017.

The combined bank has retained NBAD’s legal registrations and the brand name of “National Bank of Abu Dhabi”.


 Governance

The combined bank’s board includes four nominated directors of the former FGB and four nominated directors of the former NBAD. His Highness Sheikh Tahnoon Bin Zayed Al Nahyan, who was Chairman of FGB, is now the Chairman of the combined bank. His Excellency Nasser Ahmed Alsowaidi who was Chairman of NBAD, is now the Vice Chairman, and Mr. Abdulhamid M. Saeed, who was Board Member and Managing Director of FGB, is now the Chief Executive Officer for the combined bank.