London, 04 July 2016 -- Moody's Investors Service has today affirmed the deposit ratings of National
Bank of Abu Dhabi (NBAD) at Aa3/P-1 and those of First Gulf Bank
(FGB) at A2/P-1. At the same time, Moody's has
also affirmed their baseline credit assessment (BCA) at a3 and baa2,
respectively. In addition, the outlook on FGB's long-term
ratings was changed to positive from stable. The outlook on NBAD's
long-term ratings remain negative, in line with the negative
outlook assigned to the Government of Abu Dhabi.
Today's rating action follows the official public announcement on
3 July 2016 that the banks have entered into a merger agreement.
The merger remains subject to regulatory and shareholder approval and
is expected to complete by Q1 2017. Upon completion, NBAD
will remain and acquire all of FGB's liabilities and assets in exchange
for new NBAD shares issued to FGB's shareholders.
NBAD's a3 BCA affirmation reflects Moody's view that this
merger upon completion will: (1) deliver high quality retail diversification
to the bank's wholesale-focussed loan book; (2) improve
core profitability; (3) improve the capital base; (4) reduce
both loan and deposit concentrations; and (5) create the largest
bank in the GCC by asset (approximately around $170 billion of
assets), which should support further organic expansion of the business.
FGB's baa2 BCA affirmation reflects Moody's view that the
bank's operations and standalone profile are not expected to change
significantly until the merger is completed.
The change of outlook to positive on FGB's long-term ratings
is driven by Moody's view that the merger will be beneficial for
FGB's depositors and senior creditors as they will be transferred
to NBAD, a fundamentally stronger entity. Upon completion
of merger, when all liabilities are transferred to NBAD, it
is expected that the ratings on FGB will be withdrawn.
A full list of affected ratings is included at the end of the press release.
RATINGS RATIONALE
NBAD
BCA AFFIRMATION
-- GREATER BUSINESS DIVERSIFICATION EXPECTED
Moody's affirmation of NBAD's a3 BCA reflects our view that
the proposed merger will enhance the bank's domestic franchise.
The addition of FGB's larger domestic retail business will complement
both NBAD's international business and its well-established
domestic wholesale franchise. As such, we expect that the
combination will create the largest bank in the Gulf, which will
support organic growth opportunities and moderate NBAD's very high
borrower concentrations.
-- IMPROVED PROFITABILITY AND CAPITALISATION EXPECTED
We expect the stronger retail franchise to drive solid margins,
which will support NBAD's improved profitability going forward.
Moody's expects that the pro-forma combined entity net interest
margin (NIM) will be around 2.1%, up from NBAD's
current NIM of around 1.8% for first three months of 2016.
Consequently, the merged entity's net income to tangible assets
will also improve to around 1.6% from NBAD's current
1.2%, putting it in line with the UAE average of around
1.7% and higher than the 0.8%% median
of global banks with an a3 BCA.
NBAD has solid capitalization metrics as exhibited by the tangible common
equity-to-risk weighted assets ratio (TCE ratio) of around
12.8% at March 2016, a level which has remained broadly
stable since 2013. Following the merger, we expect that the
bank will benefit from FGB's higher capitalization levels (TCE ratio
of 14.6% as of March 2016) and stronger internal capital
generation ability. On a pro-forma basis as of March 2016,
the TCE ratio of the combined entity will be around 14%,
which will be in line with both the UAE average and the global median
for a3 rated banks.
-- VERY HIGH GOVERNMENT SUPPORT LEVELS MAINTAINED
Moody's affirmation of NBAD's Aa3 deposit rating is based on continued
very high government support assumptions for the bank, which translates
into three notches of uplift from the bank's a3 BCA. Although government
ownership (through the Abu Dhabi Investment Council -- 'ADIC')
will be reduced to 33% from the current 70% levels,
we continue to assess the likelihood of government support for NBAD as
Very High.
Our view is based on: (1) the systemic importance of the merged
entity to the UAE banking system (expected market share of around 25%
of the system assets); (2) the key role of the bank in the financial
operations of the Abu Dhabi government; (3) the position of the Abu
Dhabi government as the single largest shareholder through both the Abu
Dhabi Investment Council (around 33.6% ownership) and Mubadala
Development Company PJSC (4%); and (4) the significant ownership
by members of the Abu Dhabi ruling family (around 32.8%).
The continuing negative outlook mirrors the negative outlook on the rating
of the Abu Dhabi Government (assigned on 14 May 2016) and captures UAE's
fiscal pressures as a result of lower oil prices, which may weaken
its capacity to provide support over time.
FGB
BCA AFFIRMATION
Moody's affirmation of FGB's baa2 BCA reflects Moody's view
that the bank's operations and standalone profile will not change
significantly until the merger is completed. Upon completion of
merger, when all liabilities are transferred to NBAD, it is
expected that the ratings on the bank will be withdrawn.
FGB's standalone rating is supported by: (1) strong and growing
domestic operations in the UAE; (2) solid profitability combined
with high efficiency; (3) strong capitalization metrics and high
loan loss coverage levels; and (4) solid asset quality metrics.
However, the ratings are moderated by the bank's significant borrower
and deposit concentrations, as well as a relatively high credit
growth.
GOVERNMENT SUPPORT AND RATIONALE FOR OUTLOOK CHANGE
FGB's A2 deposit rating was affirmed and the outlook on it was changed
to positive. The A2 deposit rating incorporates three notches of
uplift from the bank's baa2 BCA. The uplift reflects our assessment
of a very high likelihood of government support in case of need.
The positive outlook on FGB's long-term ratings is driven
by Moody's view that the merger will be beneficial for FGB's
depositors and senior creditors as they will be transferred to NBAD,
an entity with a stronger standalone profile that also benefits from a
higher degree of government support for the reasons described above.
WHAT COULD CHANGE THE RATING -- UP
Although we do not expect upward pressure on NBAD's ratings over the near
term as indicated by the negative outlook, the supported deposit
ratings could be stabilized should the government's rating outlook also
stabilise.
As indicated by the positive outlook, upward pressure on FGB's long
term ratings could develop over the near term from revision of our support
assumptions.
WHAT COULD CHANGE THE RATING -- DOWN
Downward pressure on NBAD's ratings could develop through any assessment
of a weakening of the UAE government's capacity or willingness to provide
support in case of need. Downwards pressure on NBAD's BCA could
develop in the event of a: (1) deterioration in the operating environment
that may impact result in lowering the macro profile of United Arab Emirates;
(2) deterioration of capitalisation or asset quality metrics; and/or
(3) significant deterioration in liquidity levels and/or increases in
confidence sensitive market funding.
Although we do not expect downward pressure on FGB's ratings over the
near term as indicated by the positive outlook, downwards pressure
on FGB's BCA could develop from: (1) weakening asset quality;
or (2) an increase in credit and funding concentration; or (3) deterioration
in capitalization and liquidity metrics.
PRINCIPAL METHODOLOGY
The principal methodology used in these ratings was Banks published in
January 2016. Please see the Ratings Methodologies page on www.moodys.com
for a copy of this methodology.
Headquartered in Abu Dhabi, NBAD and FGB have reported total assets
of around USD109 billion and USD62 billion as of 31 March 2016,
respectively.
The Local Market analyst for this rating is Nitish Bhojnagarwala,
+971.4.237.9563.
LIST OF AFFECTED RATINGS
National Bank of Abu Dhabi
-- Baseline Credit Assessment, Affirmed a3
-- Adjusted Baseline Credit Assessment, Affirmed a3
-- Short-Term Counterparty Risk Assessment,
Affirmed P-1(cr)
-- Long-Term Counterparty Risk Assessment,
Affirmed Aa2(cr)
-- LT Bank Deposits (Local & Foreign Currency),
Affirmed Aa3 with negative outlook
-- ST Bank Deposits (Local & Foreign Currency),
Affirmed P-1
-- Senior Unsecured (Foreign Currency), Affirmed Aa3
with negative outlook
-- Senior Unsecured MTN (Foreign Currency), Affirmed
(P)Aa3
-- Commercial Paper (Local & Foreign Currency),
Affirmed P-1
-- Other Short Term (Foreign Currency), Affirmed (P)P-1
-- Pref. Stock Non-cumulative (Foreign),
Affirmed Baa3 (hyb)
National Bank of Abu Dhabi, Hong Kong Branch
-- LT Deposit Note/CD Program (Local & Foreign Currency),
Affirmed (P)Aa3
-- ST Deposit Note/CD Program (Local & Foreign Currency),
Affirmed P-1
National Bank of Abu Dhabi, London Branch
-- LT Deposit Note/CD Program (Local & Foreign Currency),
Affirmed (P)Aa3
-- ST Deposit Note/CD Program (Local & Foreign Currency),
Affirmed P-1
National Bank of Abu Dhabi, Paris Branch
-- ST Deposit Note/CD Program (Local Currency), Affirmed
P-1
First Gulf Bank
-- Baseline Credit Assessment, Affirmed baa2
-- Adjusted Baseline Credit Assessment, Affirmed baa2
-- Short-Term Counterparty Risk Assessment,
Affirmed P-1(cr)
-- Long-Term Counterparty Risk Assessment,
Affirmed A1(cr)
-- LT Bank Deposits (Local & Foreign Currency),
Affirmed A2, Outlook Changed To Positive From Stable
-- ST Bank Deposits (Local & Foreign Currency),
Affirmed P-1
-- Senior Unsecured (Foreign Currency), Affirmed A2,
Outlook Changed To Positive From Stable
-- Senior Unsecured MTN (Foreign Currency), Affirmed
(P)A2
-- Subordinate MTN (Foreign Currency), Affirmed (P)Baa1
-- Commercial Paper (Local & Foreign Currency),
Affirmed (P)P-1
First Gulf Bank PJSC, Singapore Branch
-- LT Deposit Note/CD Program (Local & Foreign Currency),
Affirmed (P)A2
-- ST Deposit Note/CD Program (Local & Foreign Currency),
Affirmed P-1
-- Commercial Paper (Local & Foreign Currency),
Affirmed (P)P-1
FGB Sukuk Company Limited
-- Backed Senior Unsecured (Foreign Currency), Affirmed
A2, Outlook Changed to Positive From Stable
-- Senior Unsecured MTN (Foreign Currency), Affirmed
(P)A2
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the credit rating action on the support provider and in relation to
each particular credit rating action for securities that derive their
credit ratings from the support provider's credit rating.
For provisional ratings, this announcement provides certain regulatory
disclosures in relation to the provisional rating assigned, and
in relation to a definitive rating that may be assigned subsequent to
the final issuance of the debt, in each case where the transaction
structure and terms have not changed prior to the assignment of the definitive
rating in a manner that would have affected the rating. For further
information please see the ratings tab on the issuer/entity page for the
respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this credit rating action,
and whose ratings may change as a result of this credit rating action,
the associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
Akin Majekodunmi
Vice President - Senior Analyst
Financial Institutions Group
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Sean Marion
Managing Director
Financial Institutions Group
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Releasing Office:
Moody's Investors Service Ltd.
One Canada Square
Canary Wharf
London E14 5FA
United Kingdom
JOURNALISTS: 44 20 7772 5456
SUBSCRIBERS: 44 20 7772 5454
Moody's affirms deposit ratings of National Bank of Abu Dhabi and First Gulf Bank; changes outlook on First Gulf Bank's deposit ratings to positive