FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16 of
the
Securities Exchange Act of 1934
For
April
23, 2007
Commission
File Number: 001-14624
ABN
AMRO HOLDING N.V.
Gustav
Mahlerlaan 10
1082
PP
Amsterdam
The
Netherlands
________________________________________________
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
|
Form
20-F x
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Form
40-F o
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Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b)(7):
Indicate
by check mark whether the registrant by furnishing the information contained
in
this Form is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
|
Yes
o
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No x
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If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82- _____
 |
 |
Rijkman
Groenink
ABN
AMRO Chairman
of Managing Board
|
|
John
Varley
Barclays
Group
Chief Executive
|
|
Transaction
delivery
| Key terms | • |
3.225
new
Barclays shares per ABN AMRO share
|
| • |
€36.25
per
ABN AMRO ordinary share (1)
|
|
| • |
Ownership
52%
Barclays, 48% ABN AMRO
|
|
| • |
Sale
of
LaSalle Bank to Bank of America
|
|
| Financial | • |
Synergies:
€3.5bn
|
|
Metrics
|
• |
EpS
Accretion:
5% in 2010
|
| • |
RoI:
13% in
2010
|
|
| Corporate | • |
Unitary
Board
structure
|
| Governance | ||
|
Structure
|
• |
UK
incorporation
|
| • |
HQ
in
Amsterdam
|
|
| • |
UK
FSA lead
supervisor
|
| (1) |
Based
on
Barclays closing share price of Barclays ordinary shares, £7.50, on 20th
April 2007 (FT exchange rate 1.4739) and including the €0.60 2006 final
dividend per ABN AMRO ordinary
share
|
|
|
Headlines
| • |
Board
structure
|
| • |
Regulator
|
| • |
Head
office
|
| • |
Synergies
|
|
|
Sale
of
LaSalle Bank to Bank of America
| • |
LaSalle
Bank
to be sold for $21 billion
|
| • |
Completion
expected prior to combination with
Barclays
|
| • |
€12bn
excess
capital returned to shareholders
|
| • |
Commitment
to
leading US investment management and investment banking franchises
and
growing cards business
|
We
continue
to expect our US businesses to deliver strong growth and to
be a
major contributor to the combined Group’s
performance
|
|
Offering
world class capabilities to an enlarged, complementary customer
base
|
World
class
capabilities
|
Enhanced
product
capabilities
drive
cross
sell
|
Deep
local relationships
|
|
•
Retail Banking
•
Credit Cards
•
Affluent Banking
•
Commercial Banking
•
Payments and transactional Banking
•
Investment Banking
•
Asset Management
•
Wealth Management
|
 |
•
Europe
–
UK
–
Netherlands
–
Italy
–
Spain
–
Portugal
•
US
•
Brazil
•
Africa
•
Asia
–
India
–
Indonesia
–
China – Hong
Kong
–
Pakistan – Singapore
–
Taiwan
•
Middle East
|
|
Expanded
client
base
to drive
product revenues |
|
|
Synergies
| • |
Total
synergies: €3.5bn
|
| • |
Cost
synergies: €2.8bn
|
| • |
Net
revenue
synergies: €0.7bn
|
| • |
Implementation
costs: €3.6bn or 129% of cost synergies
|
| • |
Proforma
2006
cost:income ratio (57%) below Barclays (59%) and ABN AMRO
(71%)
|
|
|
The
transaction drives attractive financial returns
|
Premium
|
•
|
33%
to share price of ABN AMRO ordinary shares
on
16th March 2007
|
|
Synergies
|
•
|
Total
synergies: €3.5bn by 2010
-
Cost: €2.8bn
-
Net revenue:
€0.7bn
|
|
•
|
Implementation costs: €3.6bn | |
|
Capital
|
•
|
Target equity Tier
1 ratio of
5.75%
|
|
Cash
EPS
|
•
|
5% accretive in 2010
for
Barclays shareholders
|
|
•
|
Significantly accretive to ABN AMRO shareholders in 2008 | |
|
Barclays
RoI
|
•
|
2010 target:
13%
|
|
Barclays
economic
value
|
•
|
EP impact: significantly positive by 2010 |
|
|
Capital
management will remain a core
focus
| • |
Target
strong
AA rating
|
| • |
Value-based
management discipline
|
| • |
Maintain
Barclays dividend pay-out policy
|
| • |
Target
5.75%
equity/ 7.75% Tier 1 ratio
|
| • |
Buy-backs
part of toolkit; benchmark for
acquisitions
|
| • |
LaSalle
Bank
- €12bn return to shareholders
|
|
|
Summary
| • |
Significant
opportunity to accelerate our strategy
|
| • |
Merger
combines strengths and values of both
businesses
|
| • |
Enhance
customer proposition
|
| • |
Financial
metrics attractive for shareholders
|
Cautionary
Statement regarding Forward-Looking Statements
This
announcement contains forward-looking statements. Forward-looking statements
are
statements that are not historical facts, including statements about our
beliefs
and expectations. Any statement in this announcement that expresses or implies
our intentions, beliefs, expectations or predictions (and the assumptions
underlying them) is a forward-looking statement. These statements are based
on
plans, estimates and projections, as they are currently available to the
management of ABN AMRO. Forward-looking statements therefore speak only as
of
the date they are made, and we take no obligation to update publicly any
of them
in light of new information or future events.
Forward-looking
statements involve inherent risks and uncertainties. A number of important
factors could therefore cause actual future results to differ materially
from
those expressed or implied in any forward-looking statement. Such factors
include, without limitation, the conditions in the financial markets in Europe,
the United States, Brazil and elsewhere from which we derive a substantial
portion of our trading revenues; potential defaults of borrowers or trading
counterparties; the implementation of our restructuring including the envisaged
reduction in headcount; the reliability of our risk management policies,
procedures and methods; and other risks referenced in our filings with the
U.S.
Securities and Exchange Commission. For more information on these and other
factors, please refer to our Annual Report on Form 20-F filed with the U.S.
Securities and Exchange Commission and to any subsequent reports furnished
or
filed by us with the U.S. Securities and Exchange Commission.
The
forward-looking statements contained in this report are made as of the date
hereof, and the companies assume no obligation to update any of the
forward-looking statements contained in this announcement.
Signatures
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has
duly caused this report to be signed on its behalf by the undersigned, thereunto
duly authorized.
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ABN
AMRO HOLDING N.V.
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| |
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| Date: April 23, 2007 | By: |
/s/
P H M Hofsté
|
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Name:
P H M Hofsté
|
||
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Title:
Chief Accounting Officer
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| By: |
/s/
Willem Nagtglas-Versteeg
|
|
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Name:
Willem
Nagtglas-Versteeg
|
||
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Title:
Secretary
to the Managing Board
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