Alior Bank Zl1.5 billion acquisition of Bank BPH

Overview:

• Alior Bank has acquired the core business of Bank BPH from GE Capital for Zl1.5 billion.
• The transaction required extensive work on its structure, as only the core banking business and not the mortgage banking business of the target bank was transferred to the buyer.
• The structure encompassed a disposal of the banking business by way of a statutory demerger—the second ever demerger of a bank on the Polish market.
• It is the first transaction in the Polish market resolving the issue of a target’s FX mortgage portfolio, which for a long time has been an obstacle to sale of a number of Polish banking businesses, including Bank BPH.
• The structure includes arrangements allowing the minority shareholders of Bank BPH to exit from the bank, and the structuring of the tender offer was complicated in the absence of tender offer rules adjusted to the spin-off structure.

Adam Majeed - Regional editor