The bank said it will offer to swap five of its own shares for eight Civica shares, a swap ratio that values each Civica share at EUR1.97, based on CaixaBank’s closing price on 23 March 2012.
CaixaBank chairman Isidro Fainé said that Banca Cívica’s business model, geographic presence, staff quality, customer profile and social commitment are complementary with those of CaixaBank.
"The merger of Banca Cívica and CaixaBank is perfectly consistent with the commitment of both groups to sustain and strengthen Welfare Projects; there is no other financial institution in the Spanish market that so firmly shares Banca Cívica’s commitment to social investment", said Fainé.
The tie-up, which is subject to the approval by the entities’ shareholders and the country’s regulators, is expected to be completed in the third quarter of this year and will generate EUR540m potential synergies per year by 2014, said the bank.
The restructuring costs are estimated at EUR1.1bn net of taxes and value adjustment for Banca Civica assets of close to EUR3.4bn against reserves, which won’t impact earnings, claims Caixabank.
CaixaBank, which manages 5,200 bank branches, EUR270.4bn in assets and 10.4 million clients is the largest branch network in Spain and the integration of Civica’s 1,400 branches and EUR72.2bn in assets will make it the largest lender of Spain.
CaixaBank said it will accomplish the operation without government’s assistance and will pay back a EUR977m loan that Civica got from the Spanish state two years ago, within 12 months after the takeover has been completed.