Creating a Banking Leader in the Middle East Index
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CONFIDENTIAL Emirates NBD Creating a Banking Leader in the Middle East Index • Rationale for the merger • Financial overview and key indicators • Strategy 1 Merger context and aspirations What merger has led to so far … Creation of UAE champion • Largest UAE bank by assets and market capitalisation What merger should allow going forward … • Enhanced distribution network and business mix 1 To become the leading regional financial strengthening competitive institution, with an increasing international position presence Increased financial strength/ 2 Leverage financial strength, scale and scale market positioning to capture domestic Largest bank in GCC by • and regional opportunities assets and Top 5 player by market capitalisation 3 To become the partner of choice for • Increased regional presence corporate and retail clients seeking financial Superior value creation services in the GCC potential • Significant cost and revenue synergies driving value creation 2 The merger will provide significant benefits to all the bank’s stakeholders • Enhanced regional and international expansion opportunities • Increasing financial strength and capital position to support future growth • Value creation through established management expertise and best practices Share- holders • Greater convenience through Enhanced career opportunities broader domestic branch and • Improved training and career ATM networks • development capacity • Wider access to regional and Greater ability to attract and retain inter-national markets • top talent • Broader product suite Customers Employees 3 Structuring of merger Emirates NBD offered to buy shares in EBI and NBD by way of a share for share Equal representation on Board and exchange through an unregulated management Committee of 2 banks contractual offer working side- by-side • 6 members from EBI and 6 members of EBI NBD NBD appointed to Board of Emirates NBD, Shareholders Shareholders under Chairmanship of H.E Ahmed Humaid Al Tayer and Deputy Chairman Abdullah Mohammad Saleh 66%* 34%* • Executive Management Committee of Emirates NBD comprises of senior Emirates NBD appointments from both EBI and NBD (public company) reflecting the new group’s intention of bringing in best practice from both banks - key appointments upon announcement of merger: – Rick Pudner, CEO – Sanjay Uppal, CFO – Douglas Dowie, Advisor to the Board, EBI NBD Board member and Chairman of Investment Bank – Shahzad Shahbaz, CEO Investment Bank * Assumed 100% acceptance of EBI and NBD shareholders Source: Merger Offer Document 4 Emirates NBD will become the dominant player in the UAE . Last 12 months to 1H 2007 Assets Equity Net profits $b, 1H 2007 $b, 1H 2007 $m, Last 12 months to 1H 2007 Emirates Emirates Emirates 53.4 4.0 906 NBD NBD NBD NBAD 30.5 ADCB 2.8 DIB 601 ADCB 26.2 NBAD 2.5 ADCB 592 DIB 20.6 Mashreq 2.5 NBAD 472 Mashreq 19.2 FGB 2.5 Mashreq 457 FGB 15.6 DIB 2.2 FGB 443 UNB 12.3 UNB 1.7 UNB 319 ADIB 11.2 ADIB 1.4 CBD 194 CBD 6.0 CBD 1.1 ADIB 174 Source: Bank websites; Press releases; Zawya; team analysis 5 . with largest domestic market share… 2006 Corporate loans market share* 2006 Personal loans market share** $22bn $8bn 8% 8% 20% 24% 12% 16% EBI NBD Emirates EBI NBD Emirates NBD NBD 2006 Islamic assets market share UAE*** Islamic assets 94.8% Emirates NBD 5.2% ($2bn) * Includes government loans; Islamic loans; gross of provisions; excludes interbank loans ** Includes Islamic loans; gross of provisions *** Based on 2006 assets for Tamweel, Amlak, SIB, DIB, ADIB and EIB based on 2006 Annual Reports Source: Retail and corporate loans are included net of provisions 6 . in a fast growing but highly competitive market UAE has seen high growth in the recent . but the market remains relatively past . fragmented 2000–06 bank assets CAGR, % Market share of top 3 banks (by assets, %)* 25 UAE 31 21 KSA 46 15 Kuwait 59 12 11 11 Bahrain 62 Oman 67 Qatar 69 France 52 Qatar UAE Bahrain Kuwait KSA Oman U.K. 57 7 Emirates NBD will also become the largest bank in the GCC by assets Last 12 months to 1H 2007 GCC ranking by assets Equity GCC ranking by profits $b, 1H 2007 $b, 1H 2007 $m, Last 12 months to 1H 2007 Emirates NBD 53.4 NCB 7.2 Al Rajhi 1,852 NCB 49.1 Al Rajhi 6.0 NCB 1,835 SAMBA 34.4 KFH 5.1 SAMBA 1,438 Al Rajhi 33.3 SAMBA 4.2 NBK 990 NBK 31.8 Emirates NBD 4.1 Emirates NBD 907 NBAD 30.5 NBK 3.3 BSF 827 KFH 27.8 Riyad 3.0 SABB 816 GIB 27.6 ADCB 2.8 Riyad 815 ABC 27.3 BSF 2.6 ANB 725 Riyad 26.2 SABB 2.6 KFH 704 ADCB 26.2 QNB 2.5 QNB 635 BSF 23.3 NBAD 2.5 DIB 601 SABB 22.7 ANB 2.5 ADCB 592 ANB 22.0 Mashreq 2.5 GBK 503 Ahli United 21.5 FGB 2.5 NBAD 472 QNB 20.8 GIB 2.3 Mashreq 457 DIB 20.6 DIB 2.1 FGB 443 Mashreq 19.2 ABC 2.1 GIB 282 GBK 16.3 Ahli United 1.8 Ahli United 258 FGB 15.6 GBK 1.5 ABC 254 Source: Bank websites; Press releases; team analysis 8 . with significantly enhanced representation in the region’s key markets Country ENBD UAE 99 branches KSA Branch Qatar Branch Turkey Iran Rep. Office India Rep. Office Singapore Rep. Office Syria Tehran UK Branch Lebanon Iraq Jersey Subsidiary branch Israel Iran Jordan Kuwait Bahrain Cairo Egypt Riyadh Qatar Doha Saudi Arabia UAE Mumbai Oman Yemen Emirates NBD (UAE footprint) Emirate # Branches # ATMs Abu Dhabi 13 30 Ajman 4 9 Singapore Fujairah 3 5 Sharjah 4 43 Dubai 68 327 Other Locations Ras Al Khaimah 4 7 Umm Al-Quwain 3 8 Branch in London, UK Total 99 429 Subsidiary/branch in Jersey EBI presence NBD presence 9 Current position of Emirates NBD by geography 2006 Geographies UAE GCC MENA* MENA+Asia** Global Rankings • Assets # 1 # 1 # 3 # 23 # 209 • Profits # 1 # 5 # 9 # 21 # 160 * Including Turkey ** Including Turkey and excluding China and Japan Source: The Banker (Top 1000 rankings), team analysis 10 Index • Rationale for the merger • Financial overview & key indicators • Strategy 11 Emirates NBD has experienced very strong growth in the last 6 years Assets, $b Loans, $b 53 34 30 +22% 45 +32% 30 19 21 17 18 12 13 15 8 10 5 6 2000 01 02 03 04 05 06 1H07 2000 01 02 03 04 05 06 1H07 Deposits, $b Equity, $b 31 +9% 4.1 4.1 +19% 26 3.5 3.0 3.0 3.0 19 2.5 14 2.2 12 13 9 11 2000 01 02 03 04 05 06 1H07 2000 01 02 03 04 05 06 1H07 Source: Bloomberg, Financial Statements, simple aggregation of EBI and NBD results; 1H07 Equity is net of dividends paid on 2006 profits 12 Profits have increased accordingly Revenues, $m +21% 1,362 1,070 823 849 674 Net Profits, $m 438 462 537 200001 02 03 04 05 06 1H07 +21% 751 800 534 498 404 Costs, $m 319 250.4 260 562 +20% 2000 01 02 03 04 05 06 1H07 368 351 270 290 188 201 218 2000 01 02 03 04 05 06 1H07 Source: Bloomberg; aggregated for EBI and NBD 13 Diversified Business mix with growth in each segment… 2006, % Assets Net Profits 100% = $45b 100% = $800m Islamic Islamic 4% 4% 80% Wholesale 81% Wholesale Retail 16% Retail 15% * Wholesale include corporate banking, investment banking and investment management and treasury Source: 2006 annual results 14 Wholesale Banking and in particular Corporate Banking has been a driver of growth in the past CAGR Loans Highlights $b +50% 22.8 • Wholesale Banking comprises of services provided to Multinational, Large Local and Local Corporate as well as 15.2 Government linked institutions, Financial Institutions and Investment Institutions • Product offering comprises mainly Corporate Banking Lending, Deposits, Trade Finance, Syndications, Structuring as well as increasingly Treasury and Investment Banking Income* $m • Historically, Corporate Banking has been a major +57% contributor to the growth of the bank with Corporate 605 lending and deposits growth far in excess of GDP growth 385 • Emphasis increasingly placed on providing tailored Treasury and Investment Banking solutions 2005 2006 * Including fee income and IPO income, excludes investment management Source: Commercial due diligence pack; figures converted to $ at 1$ = 3.67 AED 15 Retail Banking – The merged entity has the largest distribution network and market share CAGR Loans $b Highlights +74% 3.2 • The combined entity has the largest distribution network in 1.9 UAE and highest market share in terms of Personal Loans and Deposits • Investment on service has been a key focus for both banks, which coupled with the branch and ATM footprint, is Deposits expected to be a real differentiator for the UAE customer $b +31% base going forward 5.8 4.4 • The retail business of both banks have shown robust growth and have won numerous awards between them including Best Retail Bank and Best e-Banking awards. Combining best practice will be a key success criteria and is a management focus. Income $m • Retail banking contributed 30% of the merged entity +59% 383 revenues 241 • The merger provides an opportunity to generate significant cost and revenue synergies in Retail Banking - US$ 30mn • Core Retail products include: Current and Savings Accounts, 2005 2006 Credit Cards, Personal Loans, Auto Loans, Mortgages and Investment Products Source: Commercial due diligence pack; figures converted to $ at 1$ = 3.67 AED, Central Bank data, Team analysis 16 Islamic Banking business has achieved the fastest growth in UAE CAGR Assets Highlights $b +119% • Emirates Islamic Bank has become the fastest growing Islamic bank in the UAE, since its inception in 2004 2.9 • The business has been more than doubling assets and income every year and is rapidly increasing its market share of Islamic banking traditionally dominated by two 1.3 other banks • NBD had recently entered Islamic banking business and would now capitalize on the strengths of Emirates Islamic Bank Revenues • Significant market opportunities still exist for the combined $m group to significantly grow its Islamic footprint _109% • A broad product range is on offer for Islamic financing 86 which includes: – Retail: Vehicle & Goods Murabaha financing, Credit 41 Cards, Home Finance, Finance for Services (e.g.