The Bank Guarantee Fund on 1 August signed a final agreement for the sale of 100% of the shares in VeloBank S.A. (‘Bank’) to Promontoria Holding 418 B.V., which is indirectly owned by Cerberus Capital Management, L.P., the European Bank for Reconstruction and Development (“EBRD”) and the International Finance Corporation (“IFC”, a member of the World Bank Group). The sale of the bank marks the completion of the nearly two-year-long resolution process of GNB and the fulfilment of its obligations towards the European Commission, which closely monitored the resolution process of Getin Noble Bank S.A. and the sale of VeloBank S.A.
The purchase price of the shares amounts to PLN 375 million, while the recapitalisation of the Bank by the purchaser will amount to PLN 687 million. This is the amount of recapitalisation necessary to achieve the required safe capital ratios agreed in the negotiation process, taking into account the Bank’s current financial position and balance sheet structure.
The process of resolution of Getin Noble Bank S.A. (‘GNB’) began on 30 September 2022, when the BGF made an irrevocable decision to transfer part of GNB’s business to a bridge institution: VeloBank S.A. The BGF’s decision to initiate a resolution protected all GNB depositors and all of their deposits amounting to PLN 38.1 billion (as at 30 September 2022). The process was carried out in cooperation with the System for the Protection of Commercial Banks S.A. (‘SOBK’), consisting of the eight largest commercial banks operating in Poland (Alior Bank S.A., Bank Millennium S.A., Bank Pekao S.A., BNP Paribas Bank Polska S.A., ING Bank Śląski S.A., mBank S.A., Powszechna Kasa Oszczędności Bank Polski S.A., Santander Bank Polska S.A). The entire process of resolution, including the divestment of VeloBank shares, was closely monitored by the European Commission, which gave the necessary approval. The VeloBank share sale transaction fulfils Poland’s commitments agreed with the European Commission.
Following the closing of the transaction, VeloBank ceases to be a bridge institution and is therefore no longer subject to any operating restrictions imposed by the European Commission, becoming a normal banking entity operating on our market.
The sale of the Bank does not in any way affect the situation and service of customers. The funds accumulated in VeloBank S.A. are invariably covered by the protection of the Bank Guarantee Fund on the same principles as in other banks covered by the Polish deposit guarantee system.
“The finalisation of the sale of VeloBank crowns the most complex restructuring process in the history of the BGF, and probably of the entire EU. Thanks to the Fund’s actions, with the support of the SOBK and under the supervision of the European Commission, it was possible to protect all GNB depositors and the stability of the Polish financial system without involving taxpayers’ money. This is absolutely a major success for all those directly involved in the process, both inside the Fund and our advisers, for which they deserve credit. Our activities will now focus on the recovery of leasing claims separated from VeloBank and claims against GNB in bankruptcy, but it can be said that the most difficult stage of the resolution is behind us” – comments Maciej Szczęsny, President of BGF’s Management Board.
J.P. Morgan acted as financial advisor to the Bank Guarantee Fund. Rymarz Zdort Maruta Law Firm acted as legal advisor to the BGF. Linklaters acted as legal advisor to Cerberus.
