The boards of directors of Unicaja Bank and Liberbank have approved their merger project, as confirmed by both entities in a relevant event sent to the CNMV this Tuesday.
The first contacts between the two banks were confirmed at the beginning of October, and since then the negotiations have dragged on for weeks to lead to this happy ending.
The entity resulting from its merger will be the fifth in Spain by volume of assets (already discounting the merger between Bankia and CaixaBank), amounting to 108,826 million euros. The two have agreed on an exchange ratio of one Unicaja share for every 2.7705 Liberbank shares, and the exchange will be handled with newly issued Unicaja Banco shares.
The merger must now be approved by the shareholders of both entities, who will probably approve it in the first quarter of 2021. Subsequently, it will be the turn of regulatory bodies and competition authorities, which must also approve this move. In short, the operation is not expected to become effective until the second or third quarter of next year.
The resulting bank will have a workforce of 9,972 employees (6,274 from Unicaja Banco and 3,698 from Liberbank) and a network of 1,608 branches (1,029 from Unicaja and 579 from Liberbank), although the adjustment to be carried out to take advantage of the synergies must be defined. .
The current president of Unicaja Banco, Manuel Azuaga, will maintain its executive functions and will preside over the board of directors, which will be partially renewed and will be made up of 15 members: 7 proprietary directors (4 representing Fundación Bancaria Unicaja and 3 proposed by the Liberbank board), 6 independent directors (4 proposed by Unicaja Banco and 2 by Liberbank) and 2 executive directors, Manuel Azuaga and Manuel Menendez.
Once the board is constituted, it is expected to appoint the current chief executive of Liberbank, Manuel Menéndez, as CEO of the entity at its first session. Within a maximum period of two years after the merger becomes effective, the board of directors will modify the bank's governance model so that the chairmanship of the board becomes non-executive and the functions of the CEO are adapted and reassessed. The new bank's headquarters will be in Malaga, where Unicaja Banco's registered office is currently located.
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