HSBC Hldgs PLC
31 December 1999
The following news release was issued on 31 December 1999.
HSBC COMPLETES THE ACQUISITION OF REPUBLIC NEW YORK
CORPORATION AND SAFRA REPUBLIC HOLDINGS
HSBC Holdings plc ('HSBC') completed the acquisition of
Republic New York Corporation ('RNYC') and Safra Republic
Holdings S.A. ('SRH') at 12.00 noon Eastern Standard Time in
New York on 31 December 1999. Following the acquisition,
RNYC merged with HSBC USA Inc., HSBC's New York-based
US bank holding company. The combined entity will be
named HSBC USA Inc..
HSBC Bank USA and Republic National Bank of New York are the
principal operating subsidiaries of HSBC USA Inc. and RNYC
respectively. After close of business on 31 December 1999,
Republic National Bank of New York will convert to a New
York state-chartered bank and will then merge with HSBC
Bank USA. The newly merged bank will be named HSBC Bank
USA.
Simultaneously with the completion of the RNYC acquisition,
HSBC Holdings plc accepted for payment 36,254,767 shares of
SRH common stock tendered to it by 17.00hrs Central
European Time on 29 December 1999. The shares tendered
together with the shares already owned by subsidiaries of
RNYC represent approximately 99.38 per cent of SRH's issued
and outstanding common stock.
Holders of RNYC common stock will receive US$72.00 cash per
share. A letter of transmittal will be posted to
shareholders in early January to enable them to surrender
stock certificates in return for payment by cheque. Holders
of SRH common stock who tendered their shares properly will
receive either US$72 cash per share or loan notes if they
have elected to do so.
Payment to common stockholders of RNYC will be made from
7 January 2000 and common stockholders of SRH who tendered
their shares properly will be paid or have loan notes
issued to them on 10 January 2000. RNYC and HSBC USA Inc.
preferred stock and publicly-held debt remain outstanding
as preferred stock and publicly-held debt of HSBC USA Inc..
RNYC's common stock will be de-listed from the New York and
London stock exchanges. It is HSBC Holdings plc's intention
to de-list SRH common stock from the Luxembourg and Swiss
stock exchanges.
HSBC has extended the tender period for holders of SRH
common stock until 31 January 2000. This allows
stockholders who have not tendered, or not properly
tendered, their shares an additional opportunity to do so.
Details of this extended tender period will be published in
the Luxemburger Wort, Le Temps and Neue Zuercher Zeitung on
7 January 2000.
The acquisitions represent a major step forward for HSBC
towards achieving three strategic objectives. The deal:
* doubles HSBC's private banking business to approximately
55,000 international private banking clients with over
US$120 billion of client funds under management.
* extends HSBC's US domestic, personal and commercial banking
business. The combined operations will have the third
largest branch network in New York State with 455 branches
serving more than two million customers.
* enhances HSBC's global markets business in treasury and
foreign exchange and the addition of world leading
businesses in banknotes and bullion.
Sir John Bond, Group Chairman of HSBC Holdings plc, said:
'We are delighted to have completed the acquisitions of
RNYC and SRH. The fit with HSBC's businesses and strategy
is extraordinarily good. The task before us now is to
integrate our operations and make them seamless for our
customers.
'While we are extremely sad to be moving forward without
Edmond Safra, merging our organisations and maintaining the
highest standards of integrity and customer service will be
the best way of honouring his memory.'
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