Abbey National PLC
04 February 2003
Abbey National plc Reaches Agreement on the Sale of First National to GE
Abbey National plc ('Abbey National') (LSE: ANL.L) has entered into a sale
agreement with GE Consumer Finance, the consumer credit services business of the
General Electric Company (NYSE: GE), under which GE Consumer Finance will
acquire First National for an estimated total cash consideration of GBP 848
million (1). This comprises underlying net tangible assets of GBP 630 million
(which includes 'surplus equity' (2) of GBP 355 million), and a premium of GBP
218 million to the net assets. The consideration is subject to certain post
First National is a leading UK provider of secured and unsecured lending to
consumers through intermediaries. Approximately 1,400 people and GBP 4.8 billion
of assets are employed in the operations being sold. The sale does not include
First National's litigation funding and motor finance businesses.
As announced in Abbey National's pre-close statement on 27 November 2002, the
Abbey National Group has initiated a process of strategic refocusing on core UK
personal financial services. First National's brand and strengths lie in
different market segments and it operates in its own name, largely independently
of Abbey National's other businesses. This means that there is limited customer
overlap and opportunities to cross-sell. Therefore, First National does not have
a natural position within the new Group and it is expected to prosper more
readily under GE Consumer Finance's ownership.
At completion, Abbey National expects the disposal to have a positive impact on
its capital ratios. The sale covers risk weighted assets of approximately GBP
3.9 billion(4). First National funding from Abbey National will be repaid upon
Excluding the First National operations being retained by Abbey National, First
National contributed total underlying post-tax profits(5) of approximately GBP
22 million during the first half of 2002 (GBP 53 million for full year 2001),
excluding any returns on 'surplus equity'. Net proceeds from the disposal will
contribute to cash reserves of the Group. Abbey National's results for 2002, to
be announced on 26 February 2003, will include a significant write-down of
goodwill associated with First National (including goodwill associated with the
motor finance business).
Abbey National is currently evaluating various options for the motor finance and
litigation funding businesses not being sold to GE Consumer Finance.
Completion of the transaction is subject to certain conditions including
Morgan Stanley acted as financial adviser to Abbey National on this transaction.
1. The acquisition will be executed by GE Consumer Finance UK, LLC through the
acquisition of First National Bank Plc, Carfax Personal Lines Insurance PCC
Limited and a company with a small mortgage business in run-off.
2. 'Surplus equity' is defined as statutory equity of the legal entities being
sold in excess of that attributed in management accounts to the business being
sold (7% of risk weighted assets).
3. The consideration is subject to post-completion adjustments, which include
potential payment to Abbey National of up to GBP 42 million post-tax, contingent
on the credit performance of First National's unsecured lending book. Certain
other cost adjustments will be reflected in net assets at completion. After
associated costs, and if no repayment to Abbey National is made in relation to
the credit performance of the unsecured lending book, the transaction would show
a net premium to tangible assets in the region of GBP 200 million.
4. As at 31 December 2002.
5. Underlying post-tax profits exclude certain items considered to be
non-recurring, relating principally to restructuring costs, asset disposals and
Matthew Young, Abbey National Media Relations. Tel: 020 7756 4232
Christina Mills, Abbey National Media Relations. Tel: 020 7756 4212
Jon Burgess, Abbey National Investor Relations. Tel: 020 7756 4182
Rob Askham, Abbey National Investor Relations. Tel: 020 7756 4181
Morgan Stanley & Co. Limited is acting for Abbey National plc and no one else in
connection with the Disposal and will not be responsible to anyone other than
Abbey National plc for providing the protections afforded to clients of Morgan
Stanley & Co. Limited, nor for providing advice in relation to the Disposal.
This information is provided by RNS
The company news service from the London Stock Exchange