APS Bank submits undisclosed non-binding offer to acquire HSBC Bank Malta

APS Bank has submitted a non-binding offer to HSBC Holdings to acquire the 70% stake it holds in the Malta branch, the company announced on Thursday.

APS did not disclose the amount it is offering for the share purchase.

The bank wants to acquire the 70.03% stake held by HSBC Continental Europe in the Malta branch. APS is majority-owned by the Maltese Catholic Archdiocese and the Gozo church.

The announcement came hours after HSBC Bank Malta informed the market that its major shareholder had been approached by “a number of parties” interested in buying the Malta shareholding.

“In line with its regulatory obligations, and consistent with its standards of good governance, the bank [APS Bank] wishes to declare and confirm its interest in pursuing the acquisition of the 70.03% holding of HSBC Continental Europe in HSBC Bank Malta plc, and that it has accordingly submitted a non-binding offer to the ultimate parent, HSBC Holdings plc.,” the APS statement read.

APS said it is being assisted in the process by Alvarez & Marsal as lead financial advisor, and Ganado Advocates as legal counsel. Other advisors are lined up to join once work on a potential transaction, and any due diligence exercise, unfolds in due course, APS said.

“During this period, the bank’s board of directors and management will be engaging with their various stakeholders to help inform them further about the rationale and merits of such an acquisition. Foremost will be the shareholders, and primarily the Qualifying Shareholders AROM Holdings Ltd (55.0%) and the Diocese of Gozo (12.7%), and their own advisors, whose endorsement is being enlisted,” the statement reads.

The bank said it had grown “steadily” in recent years, improving efficiency and investing in people. “This has led the APS Bank Group to a strong market position which also brings with it greater responsibilities. The Bank has long identified the need for scale as a priority and this led to many months of studies and extensive, professional evaluation that now underpin the non-binding offer,” the statement reads.

 APS said its offer presents “the best future for all the stakeholders of HSBC Bank Malta plc, and those of APS Bank plc.”.

Correction: A previous version of this report erroneously stated that APS Bank will be convening an extraordinary general meeting for shareholders. This is not the case.