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Rating Action:

Moody's affirms deposit ratings of National Bank of Abu Dhabi, upgrades and withdraws First Gulf Bank deposit ratings

03 Apr 2017

Moody's Investors Service, ("Moody's") rating action follows the completion of the merger between the two banks on 30 March 2017

London, 03 April 2017 -- Moody's Investors Service has today affirmed the long and short term foreign and local currency deposit and debt ratings of National Bank of Abu Dhabi (NBAD) at Aa3/P-1, upgraded the long-term local and foreign-currency deposit and foreign-currency debt ratings of First Gulf Bank (FGB) to Aa3 from A2 and affirmed the short-term local and foreign-currency deposit rating of First Gulf Bank (FGB) at P-1. At the same time, Moody's has also affirmed their baseline credit assessments (BCA) at a3 and baa2, respectively. The outlook on NBAD's long-term deposit and debt ratings remains negative, in line with the outlook for the Aa2 long term issuer rating of the Government of the United Arab Emirates (UAE) . The outlook on FGB's long-term deposit and debt ratings was changed to negative from positive, in line with the outlook for NBAD. Subsequent to the action, Moody's also said that it will withdraw the ratings of FGB.

Moody's has today also assigned a provisional local and foreign currency (P)Aa3 long-term and definitive local and foreign currency Prime -1 short-term ratings to NBAD's USD 1 billion Negotiable Certificate of Deposits (NCD) programme acting through its Singapore Branch.

Please refer to end of the PR for a full list of ratings impacted by this action.

Today's rating action follows the official public announcement on 30 March 2017 ("Effective Merger Date") that NBAD and FGB have completed their merger. Following the merger, NBAD has assumed all of FGB's liabilities and assets in exchange for new NBAD shares issued to FGB's shareholders.

RATINGS RATIONALE

NATIONAL BANK OF ABU DHABI

-- BCA

Moody's affirmation of NBAD's a3 BCA reflects our view that following the merger, the bank's financial fundamentals remain compatible with the a3 BCA, although over time the merger has the potential to enhance the bank's domestic franchise. The combination creates one of the largest banks in the GCC region, which will support organic growth opportunities and moderate NBAD's very high borrower concentrations.

We expect the stronger retail franchise of the merged entity to drive solid margins, which will support improved profitability going forward. 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%. At the same time, NBAD's capitalisation is expected to benefit as a result of this merger from FGB's higher capitalisation. On a pro-forma basis as of December 2016, the TCE ratio of the combined entity is around 15.6% (up from NBAD's current 14.5%).

The BCA, however, also captures risks related to still very high levels of related-party exposures and significant borrower concentrations - two factors that are common to many banks in the GCC. Although asset quality remains strong, with gross NPLs standing at 3% of gross loans for the combined entity, it remains below the 1.2% global median for banks with a3 BCA. Additionally, NBAD has strong liquidity and a diversified funding profile, although this remains counterbalanced with a relatively high reliance on market funding (market funds to tangible assets is estimated at around 25% for the combined entity).

-- DEPOSIT AND DEBT RATINGS

Moody's affirmation of NBAD's Aa3 deposit rating is based on very high government support assumptions for the bank, which translate into three notches of uplift from the bank's a3 BCA. Although government ownership (through the Abu Dhabi Investment Council -- 'ADIC') had been reduced to 33.5% from 70% as a result of this merger, Moody's continues to assign a very high likelihood of government support for NBAD's deposit ratings.

This is based on: (1) NBAD's D-SIB status (Domestic Systemically Important Bank) in the UAE, given its market share of around 27% of 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 33.5% ownership) and Mubadala Development Company PJSC (3.7%); and (4) the significant ownership by members of the Abu Dhabi ruling family.

The continuing negative outlook is in line with the negative outlook on the Aa2 rating of the UAE Government (assigned on 14 May 2016), which captures UAE's fiscal pressures as a result of lower oil prices, which could weaken its capacity to provide support over time.

-- FIRST TIME RATINGS

Moody's has assigned provisional local and foreign currency (P)Aa3 long-term and definitive Prime -1 short-term ratings to NBAD's USD 1 billion Negotiable Certificate of Deposits (NCD) programme acting through its Singapore Branch. The (P)Aa3 and Prime-1 ratings on the NCD programme are aligned with NBAD's Aa3 long-term and Prime-1 short-term deposit ratings. The rating alignment reflects that from the effective merger date the NCD program, which was previously under First Gulf Bank PJSC Singapore Branch, will be replaced by National Bank of Abu Dhabi Singapore branch as "the Issuer". It also reflects that (1) the instrument issued under the programme will be direct, unconditional, unsubordinated and unsecured obligations of NBAD (previously FGB); and (2) the instruments without any preference or priority among themselves, will rank pari passu with all other present and future unsecured and unsubordinated obligations of NBAD (previously FGB).

FIRST GULF BANK

-- BCA

Moody's affirmation of FGB's baa2 BCA reflects Moody's view that the bank's operations and standalone profile remain well positioned at the current level, and have not changed significantly since the merger announcement. The BCA is supported by: (1) the UAE's 'Strong-' macro profile, (2) strong and growing domestic operations in the UAE, (3) solid profitability combined with high efficiency, (4) strong capitalization and high loan loss coverage levels and (5) solid asset quality.

Following the completion of the merger all liabilities of FGB has been assumed by NBAD and the BCA of FGB will be withdrawn.

-- DEPOSIT AND DEBT RATINGS

FGB's deposit ratings were upgraded to Aa3 from A2, aligned with NBAD's deposit ratings, to reflect the transfer of all assets and liabilities to NBAD from the Effective Merger Date. The upgraded Aa3 deposit ratings incorporate five notches of uplift from the bank's baa2 BCA. This reflects Moody's assessment of a very high likelihood of government support in case of need, similarly to NBAD.

The change of outlook to negative is in line with the negative outlook on the long term rating of the UAE Government and captures UAE's fiscal pressures as a result of lower oil prices, which could weaken its capacity to provide support over time.

The deposit ratings assigned to FGB will be withdrawn since all liabilities will be assumed by NBAD.

-- RATING OUTLOOK

The outlook on NBAD's long-term deposit and debt ratings remains negative whereas the outlook on FGB's long-term deposit and debt ratings were changed to negative, in line with the negative outlook assigned to the UAE Government.

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 rating outlook could be stabilised should the government's rating outlook also stabilise.

WHAT COULD CHANGE THE RATING -- DOWN

Downward pressure on NBAD's ratings could develop through any assessment of weakening capacity or willingness, from the UAE government, 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 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.

PRINCIPAL METHODOLOGY

The principal methodology used in these ratings was Banks published in January 2016. Please see the Rating 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 USD115 billion and USD67 billion as of 31 December 2016, respectively.

The Local Market analyst for this rating is Nitish Bhojnagarwala, +971.4.237.9563.

LIST OF AFFECTED RATINGS

Issuer: First Gulf Bank

Upgrades:

....LT Bank Deposits (Local & Foreign Currency), Upgraded to Aa3 from A2, Outlook Changed To Negative From Positive, will be withdrawn

....Senior Unsecured Regular Bond/Debenture (Foreign Currency), Upgraded to Aa3 from A2, Outlook Changed To Negative From Positive

....Senior Unsecured MTN (Foreign Currency), Upgraded to (P)Aa3 from (P)A2, will be withdrawn

....LT Counterparty Risk Assessment, Upgraded to Aa2(cr) from A1(cr), will be withdrawn

Affirmations:

....ST Bank Deposits (Local & Foreign Currency), Affirmed P-1, will be withdrawn

....Commercial Paper (Local & Foreign Currency), Affirmed (P)P-1

....Subordinate MTN (Foreign Currency), Affirmed (P)Baa1, will be withdrawn

....Adjusted Baseline Credit Assessment, Affirmed baa2, will be withdrawn

....Baseline Credit Assessment, Affirmed baa2, will be withdrawn

....ST Counterparty Risk Assessment, Affirmed P-1(cr), will be withdrawn

Issuer: FGB Sukuk Company Limited

Upgrades:

....Senior Unsecured MTN (Foreign Currency), Upgraded to (P)Aa3 from (P)A2

Issuer: First Gulf Bank PJSC, Singapore Branch

Upgrades:

....LT Deposit Note/CD Program (Local & Foreign Currency), Upgraded to (P)Aa3 from (P)A2, will be withdrawn

Affirmations:

....ST Deposit Note/CD Program (Local & Foreign Currency), Affirmed P-1, will be withdrawn

....Commercial Paper (Local & Foreign Currency), Affirmed (P)P-1, will be withdrawn

Issuer: National Bank of Abu Dhabi

Affirmations:

....LT Bank Deposits (Local & Foreign Currency), Affirmed Aa3, Outlook Remains Negative

....ST Bank Deposits (Local & Foreign Currency), Affirmed P-1

....Senior Unsecured Regular Bond/Debenture (Foreign Currency), Affirmed Aa3, Outlook Remains Negative

....Pref. Stock Non-cumulative (Foreign Currency), Affirmed Baa3 (hyb)

....Commercial Paper (Local & Foreign Currency), Affirmed P-1

....Senior Unsecured MTN (Foreign Currency), Affirmed (P)Aa3

....Other Short Term (Foreign Currency), Affirmed (P)P-1

....Adjusted Baseline Credit Assessment, Affirmed a3

....Baseline Credit Assessment, Affirmed a3

....LT Counterparty Risk Assessment, Affirmed Aa2(cr)

....ST Counterparty Risk Assessment, Affirmed P-1(cr)

Issuer: National Bank of Abu Dhabi, Hong Kong Branch

Affirmations:

....LT Deposit Note/CD Program (Local & Foreign Currency), Affirmed (P)Aa3

....ST Deposit Note/CD Program (Local & Foreign Currency), Affirmed P-1

Issuer: National Bank of Abu Dhabi, London Branch

Affirmations:

....LT Deposit Note/CD Program (Local & Foreign Currency), Affirmed (P)Aa3

....ST Deposit Note/CD Program (Local & Foreign Currency), Affirmed P-1

Issuer: National Bank of Abu Dhabi, Paris Branch

Affirmations:

....ST Deposit Note/CD Program (Local Currency), Affirmed P-1

....Commercial Paper (Local Currency), Affirmed P-1

Issuer: National Bank of Abu Dhabi, Singapore Branch

Assignments:

.... LT Deposit Note/CD Program (Local & Foreign Currency), Assigned (P)Aa3

.... ST Deposit Note/CD Program (Local & Foreign Currency), Assigned P-1

Outlook Actions:

Issuer: First Gulf Bank

....Outlook, Changed To Negative From Positive, No Outlook assigned after withdrawal

Issuer: FGB Sukuk Company Limited

....Outlook, Changed To No Outlook From Positive

Issuer: First Gulf Bank PJSC, Singapore Branch

...Outlook, Remains No Outlook

Issuer: National Bank of Abu Dhabi

....Outlook, Remains Negative

Issuer: National Bank of Abu Dhabi, Hong Kong Branch

...Outlook, Remains No Outlook

Issuer: National Bank of Abu Dhabi, Paris Branch

...Outlook, Remains No Outlook

Issuer: National Bank of Abu Dhabi, London Branch

...Outlook, Remains No Outlook

Issuer: National Bank of Abu Dhabi, Singapore Branch

....Outlook, Assigned No Outlook

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
MD - Financial Institutions
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

No Related Data.
© 2019 Moody’s Corporation, Moody’s Investors Service, Inc., Moody’s Analytics, Inc. and/or their licensors and affiliates (collectively, “MOODY’S”). All rights reserved.

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