Private matters GROUP NEWS In a ground-breaking move, Rabobank has acquired a 28 percent stake in one of the best known Swiss private banks, Bank Sarasin, with a seven-year call option to take majority control. Dubbed a 'strategie alliance', the move is unique because Rabobank is the first 'foreign' bank to acquire a Swiss player. What is the strategy behind the acquisition? The Word finds out. Creative foresight Retained earnings Rik van Slingelandt - aiming for the top league Rabobank has had its own Interna tional Private Banking (IPB) arm for close to a decade, integrating Robeco's private and personal banking clients in the late 1990s. Operations in Switzerland, Luxembourg, Singapore and Hong Kong, and Guernsey handled just over €11 billion in assets under management. 'But,' says Rik van Slinge landt, 'we realized Rabobank and Rabo Robeco were not the strongest names in private banking. In increasingly chang- ing market environments, we did not have the kind of critical mass needed to generate major growth in this part of our business.' It was this strategie recog- nition that formed the point of depar- ture for discussions with Bank Sarasin and, potentially, other acquisitions in the future. Rabobank's aim is to posi- tion itself in the top league of European private banks. The strategie alliance with Sarasin, whose brand and image in the private banking business is excel lent, will promote that aim. 'The al liance represents an opportunity to combine their good name with our Triple-A rating,' Van Slingelandt says. Bank Sarasin was founded in 184 I and is the oldest member of Basel's Stock Exchange, where it is headquartered. At closure with Rabobank, it had €27 bil lion assets under management for a pri- marily Swiss private banking clientele. Although Swiss private banks per- formed extremely well in the 1990s, the market, especially in equities, has since turned. European legislation is increas ingly driving former 'offshore' clients and their assets 'onshore'. In addition, growth in the private banking business is generally recognized as coming front markets outside Switzerland. Says Guido van Berkel, who was head of Rabobank IPB and is now a member of Bank Sarasin's Group Executive Board, 'Bank Sarasin has shown considerable foresight and creativity in seeking what is generally perceived as a unique opportunity to pursue growth interna- tionally and increase critical mass.' Until the alliance was formalized on I July 2002, Bank Sarasin was a private limited partnership with 10 partners owning a 25 percent stake in the bank and holding 63 percent of voting rights. The remaining 75 percent was publicly held. In the new alliance structure, the partnership has become a joint stock company, issuing 171,553 new B shares. Rabobank has 28 percent of share capi- tal, equivalent to 16.3 percent voting rights; the call option covers the former partners' stake and can be exercised any time in the next seven years. As a cooper- ative organization, it has been policy for Rabobank to seek alliances with publicly listed companies. Rabobank's own coop- erative status means it is unlisted and cannot raise capital on the stock market, as other institutions do. It must build re tained earnings in order to make acquisi tions. In the late 1990s, it used a similar call-option structure to fully acquire the Robeco Group over a period of five years, finalizing the acquisition in 2001. 24 I Rl The Word I

Rabobank Bronnenarchief

blad 'RI The Word / The Word' (EN) | 2002 | | pagina 24