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MFC Industrial (MIL) Passes Final Regulatory Hurdle to Acquire Western European Bank

January 11, 2016 6:34 AM EST
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MFC Industrial Ltd. (NYSE: MIL) is pleased to announce that, further to its news releases dated December 31, 2015, it has received all necessary regulatory approvals to complete the acquisition of BAWAG Malta Bank Ltd., a Western European bank (the "Bank").

Bank Acquisition

Pursuant to the transaction, MFC will acquire the Bank from BAWAG P.S.K. Bank fur Arbeit und Wirtschaft und Osterreichische Postsparkasse Aktiengesellschaft for consideration equal to the net realizable value of the Bank at the time of closing, which the Company expects will be approximately €86 million. The Company expects that the acquisition will have no material impact on its liquidity.

As the Company has received all requisite approvals for the acquisition of the Bank, including the approvals of the European Central Bank and the Malta Financial Services Authority, it expects to complete the acquisition within January 2016, at which time the Bank will be renamed "MFC Merchant Bank Ltd."

Upon completion of the transaction, the Bank will focus on trade finance and merchant banking and will not be engaged in retail or general commercial banking activities. The Company expects to outsource the majority of the Bank's backroom operations, which will allow the Company to manage associated costs on a variable basis.

Long-Term Strategy

In the first quarter of 2015, we announced our strategy to leverage our trade finance and supply chain platform by offering additional and complementary trade and structured finance services and solutions to our existing customer base. Our organisation has a track record of over 20 years in the field of structured supply chain transactions and the proposed Bank acquisition is an integral part of this strategy.

Through ownership of an "in-house" bank, we will be able to supplement our core business with additional targeted trade and structured finance products, including, among others, collateral-based lending to suppliers and customers, factoring, discounting and forfaiting of receivables and issuing sureties.

To advance our strategy and focus our priority, in 2015, we announced a strategic initiative to rationalize and deconsolidate our hydrocarbon and other resource assets. We have progressed with this plan and do not expect these discontinued assets to have a significant impact on our continuing operating results going forward.

We believe that in order to successfully integrate the Bank and achieve our goals, we will need to rely on our strengths, being:

  • Longstanding relationships with our existing customers and suppliers and financial institutions
  • The experience of our management and other personnel located in strategic locations
  • Experience in industrial markets and logistics
  • Experience in structured trade finance
  • Our financial discipline
  • Our strong cash and liquidity positions.

The following table provides highlights of our financial position as of September 30, 2015:

(US$ in thousands, except per share amounts and ratio)

September 30, 2015

Cash and cash equivalents

298,559

Securities

90

Trade receivables

120,423

Inventories – contracted at fixed prices or hedged

122,632

Inventories – other (1)

84,103

Current assets

870,347

Current liabilities

486,020

Working capital

384,327

Current ratio (2)

1.79

Total assets

1,022,326

Total liabilities

669,882

Shareholders' equity

351,306

Equity per common share

5.56

Notes:

(1)

Inventories – other includes the raw materials, work in progress and finished goods at our captive supply facilities and, to a much lesser extent, strategic inventories such as consignment positions and goods in transit.

(2)

The current ratio is calculated as current assets divided by current liabilities.

Gerardo Cortina, President and Chief Executive Officer of the MFC stated: "We are pleased to announce the receipt of requisite regulatory approvals and move forward with completing this acquisition. The addition of a bank to the MFC group is a significant step towards realizing on our long-term plans and, along with the other actions we have taken in the last year, will enhance the value of the company for our shareholders."

Mr. Cortina concluded: "We would like to thank everyone who has assisted with the Bank acquisition thus far, especially the professionals at Ganado Advocates, Heyne & Schweizer Rechtsanwalte and Deloitte and the executives at BAWAG P.S.K. Bank fur Arbeit und Wirtschaft und Osterreichische Postsparkasse Aktiengesellschaft. We look forward to welcoming our new colleagues at the Bank to MFC.



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