Bank of the Philippine Islands and Robinsons Bank Corp. expect to complete their merger, with the former as the surviving entity, before the end of 2023.
BPI said its board of directors and those of Robinsons Bank, Robinsons Retail Holdings Inc. and JG Summit Capital Services Corp. approved the execution of an agreement between BPI, RBC and the RBC shareholders for the merger, subject to shareholders and regulatory approvals.
The merger, which the parties hope to complete next year, will unlock various synergies across several products and service platforms, expand the customer and deposit base of both banks through the merged entity and enhance the overall banking experience of RBC customers, JG Summit said.
JG Summit Capital Services Corp. and Robinsons Retail Holdings Inc., another unit of JG Summit, own 99.9984 percent of the outstanding capital stock of RBC.
The parties said that upon the effectivity of the proposed merger after receipt of all corporate and regulatory approvals, the shareholders of RBC would collectively hold 6 percent of the resulting outstanding capital stock of BPI.
RBC has 189 branches and branch-lite units, including 14 branches and 14 branch-lite units of subsidiary Legazpi Savings Bank, 354 ATMs and online and mobile banking channels. It had total assets of P175.9 billion, including net loans and receivables of P102.4 billion and total liabilities of P156.0 billion, including deposits of P139.0 billion as of end June.
“Through the years, the Gokongwei Group has built and supported the growth of Robinsons Bank from a small savings bank to become one of the fastest-growing, full-service commercial banks in the country today. However, we reviewed our strategic options to determine its future and we are cognizant that banking is a scale game and will continue to require additional capital for growth,” said JG Summit president and chief executive Lance Gokongwei.
“We believe that merging Robinsons Bank with BPI, which is one of the strongest and most profitable banks in the country, is the best path forward. This will give our customers access to a fuller range of banking products and services as the combined organization will leverage on ecosystems of both the Gokongwei and Ayala groups. The merger will also open more opportunities for our talented employees given that BPI will continue to grow, evolve and adapt to the rapidly changing market environment,” Gokongwei said.
BPI said that with the merger with RBC, it would be able to expand its client base, accelerate growth and ultimately increase shareholder value through partnerships with the Gokongwei Group.
BPI’s board also approved a P4-billion increase in authorized capital stock by P4 billion, or from P50.60 billion to P54.60 billion in relation to the proposed merger.
They said the next steps would include obtaining the shareholders’ approvals of both banks, execution of the plan and articles of merger and the regulatory filings.
“We are excited about this transaction and believe that this merger exemplifies BPI’s strategic effort to expand its client base, accelerate growth, and ultimately increase shareholder value through partnerships with the Gokongwei Group,” said BPI president and chief executive Jose Teodoro Limcaoco.
“We plan to effect a smooth transition and integration of RBC and its customers into BPI. Together,
we aim to maintain quality banking services and offer additional best-in-class and innovative products to our expanded client base. We are also keen on strengthening our ties with the Gokongwei Group even more through various collaboration opportunities across the Gokongwei Group’s vast ecosystem,” Limcaoco said.
The parties said they would make further disclosures in the coming days.