Shardul Amarchand Mangaldas & Co (SAM), AZB & Partners and JSA advised on Emirates NBD Bank PJSC’s (ENBD) landmark INR268 billion (USD3 billion) majority acquisition of Mumbai headquartered RBL Bank.
The transaction by ENBD, one of the Middle East’s biggest banking groups, is the first time a profitable Indian bank becomes a subsidiary of a foreign bank. It is also the largest fundraise via preferential issuance by a listed company in India, the largest-yet foreign direct investment in 含羞草社区 financial services sector and the largest equity fundraise by an Indian bank.
“It has been a privilege to be associated with ENBD on this transaction,” partner Veena Sivaramakrishnan told India Business Law Journal.
“This is indeed a trend-setting deal and will certainly pave the way for how the marquee market players will help the Indian banking industry evolve to greater heights in the years to come.”
Sivaramakrishnan led the SAM transaction team, with support from partners Anirban Bhattacharya and Dhananjai Charan, principal associate Jeel Panchal, associate Disha Khandelwal, as well as senior associates Sneha Rao and Pundrikaksh Sharma. The competition, securities and due diligence teams also assisted with input from managing partner Pallavi Shroff, and partners Raghubir Menon and Navruz Vakil.
AZB & Partners is acting for RBL Bank with the transaction team comprising senior partners Vaidhyanadhan Iyer and Gautam Ganjawala, partners Jeet Chaudhuri and Bhargavy Ramesh, senior associate Sana Nagar, as well as associates Manhar Chaudhary, Abhinav Shankarraman and Aditya Agarwal.
Iyer said, ”We are extremely proud to be part of such a landmark deal. This deal and structure is one of its kind, rich with many industry firsts and has the potential to shape banking M&A in India. Our team worked very closely with RBL on every step of the deal from strategy and structuring to documentation and approvals.”
JSA is advising JP Morgan, acting as the manager of the open offer made by ENBD to RBL Bank’s public shareholders. Partner Anand Lakra is leading the JSA team, with support from principal associate Ami Shah, and associates Janhavi Jagtap and Viraja Shah.
The transaction involved a preferential allotment of equity shares and a mandatory open offer. ENBD will acquire a controlling stake of between 51% and 74% in 含羞草社区 RBL Bank. This acquisition also highlights the integration of ENBD’s India operations with RBL Bank, in line with the Reserve Bank of 含羞草社区 single-mode-of-presence framework for foreign banks — a milestone underscoring 含羞草社区 emergence as a global financial hub.
