/NOT FOR DISTRIBUTION TO U.S. NEWS WIRE
SERVICES OR FOR DISSEMINATION IN THE
UNITED STATES/
- Aligned with National Bank's strategic plan to accelerate
growth across all its business lines in Canada
- Provides customers an expanded product and service offering
nationally, extensive banking centre network and common customer
experience culture
- Maintains branch footprint and Edmonton-based executive and operational
presence
- Combination creates stronger competitor, and provides more
choice for Canadians
MONTREAL and EDMONTON, AB, Sept. 26,
2024 /CNW/ - National Bank of Canada ("National Bank") (TSX: NA) and
Canadian Western Bank ("CWB") (TSX: CWB) today announced that
National Bank received the Competition Bureau's clearance for
National Bank's previously announced proposed acquisition of CWB.
The proposed transaction also requires approval by the Office of
the Superintendent of Financial Institutions and the Minister of
Finance.
"We are pleased that the Competition Bureau has concluded its
review of this transaction, and to have its approval to bring
together these two great banks which have a complementary footprint
in personal and commercial banking. Once the remainder of the
regulatory approvals processes are complete, we look forward to
joining forces with the CWB team so that together, we deliver a
stronger banking choice for all Canadians and Canadian businesses,"
said Laurent Ferreira, President and
CEO of National Bank.
"This positive news from the Competition Bureau is a major step
forward in uniting National Bank and CWB," said Chris Fowler, CEO of CWB. "This decision
preserves the tremendous value the transaction represents for our
clients, teams, communities and shareholders."
ABOUT NATIONAL BANK
With $454 billion in assets as at
July 31, 2024, National Bank is one
of Canada's six systemically
important banks. National Bank has approximately 30,000 employees
in knowledge-intensive positions and operates through three
business segments in Canada:
Personal and Commercial Banking, Wealth Management and Financial
Markets. A fourth segment, U.S. Specialty Finance and
International, complements the growth of its domestic operations.
Its securities are listed on the Toronto Stock Exchange (TSX: NA).
Follow National Bank's activities at nbc.ca or via social
media.
ABOUT CWB
CWB is the only full-service bank in Canada with a strategic focus to meet the
unique financial needs of businesses and their owners. CWB provides
its nationwide clients with full-service business and personal
banking, specialized financing, comprehensive wealth management
offerings, and trust services. Clients choose CWB for a
differentiated level of service through specialized expertise,
customized solutions, and faster response times relative to the
competition. CWB people take the time to understand its clients and
their business, and work as a united team to provide holistic
solutions and advice.
As a public company on the TSX, CWB trades under the symbols
"CWB" (common shares), "CWB.PR.B" (Series 5 preferred shares) and
"CWB.PR.D" (Series 9 preferred shares). CWB is firmly committed to
the responsible creation of value for all its stakeholders and its
approach to sustainability will support its continued success.
Learn more at www.cwb.com.
FORWARD-LOOKING INFORMATION
Certain statements in this press release are forward-looking
statements. All such statements are made in accordance with
applicable securities legislation in Canada and the
United States. Forward-looking statements in this press
release may include, but are not limited to, statements made about
the proposed transaction, the anticipated benefits and synergies
for National Bank resulting from the proposed transaction;
statements regarding the anticipated effect of the proposed
transaction on National Bank's strategy, operations and financial
performance, including accelerating growth across all business
lines, expanded product and service offerings, cost and funding
synergies, benefits of scale, branch network, and the combined
entity's increased competitive strength within the Canadian banking
sector; the timing and ability of National Bank and CWB to
obtain the remainder of the required regulatory approvals, the
anticipated timing for the completing of the proposed
transaction and the location of executive and operational
leadership. These forward-looking statements are typically
identified by verbs or words such as "outlook", "believe",
"foresee", "forecast", "anticipate", "estimate", "project",
"expect", "intend" and "plan", in their future or conditional
forms, notably verbs such as "will", "may", "should", "could" or
"would", as well as similar terms and expressions. Such
forward-looking statements are made for the purpose of assisting
the holders of National Bank's securities in understanding National
Bank's vision, strategic objectives, and performance targets, and
may not be appropriate for other purposes.
These forward-looking statements are based on current
expectations, estimates, assumptions and intentions believed by
National Bank to be reasonable as at the date of this press release
and are subject to uncertainty and inherent risks, many of which
are beyond National Bank's control. Assumptions about the
performance of the Canadian and U.S. economies in 2024, and how
that performance will affect National Bank's business are among the
factors considered in setting National Bank's strategic priorities
and objectives. Assumptions underlying forward-looking statements
included in this press release also include the expected timing of
completion of the proposed transaction and the conditions precedent
to the closing of the proposed transaction (including the required
approvals); that the proposed transaction will be completed on the
terms currently contemplated; National Bank's ability to retain and
attract new business, achieve synergies and maintain market
position arising from successful integration plans relating to the
proposed transaction; National Bank's ability to otherwise complete
the integration of CWB within anticipated time periods and at
expected cost levels; National Bank's ability to attract and retain
key employees in connection with the proposed transaction;
management's estimates and expectations in relation to future
economic and business conditions and other factors in relation to
the proposed transaction and resulting impact on growth and various
financial metrics; the realization of the expected strategic,
financial and other benefits of the proposed transaction in the
timeframe anticipated; the accuracy and completeness of public and
other disclosure (including financial disclosure) by CWB; the
absence of significant undisclosed costs or liabilities associated
with the proposed transaction; assumptions about future events,
including economic conditions and proposed courses of action, based
on management's assessment of the relevant information available as
of the date hereof; and assumptions about the satisfaction of all
closing conditions. Additional assumptions relating to National
Bank appear in the Economic Review and Outlook section and, for
each business segment, in the Economic and Market Review sections
of National Bank's annual report for the year ended October 31, 2023 (the "2023 Annual Report") and
in the Economic Review and Outlook section of National Bank's
report to shareholders for the three and nine-month periods ended
July 31, 2024, and may be updated in
the quarterly reports to shareholders filed thereafter.
Forward-looking statements in this press release are based on a
number of assumptions and are subject to risk factors, many of
which are beyond National Bank's control and the impacts of which
are difficult to predict. These risk factors include, among others,
risks and uncertainties relating to the expected regulatory
processes and outcomes in connection with the proposed transaction;
National Bank's inability to successfully integrate CWB upon
completion of the proposed transaction; the possible delay or
failure to close the proposed transaction; the potential failure to
realize anticipated benefits from the proposed transaction; the
potential failure to obtain the required approvals to the proposed
transaction in a timely manner or at all; National Bank's reliance
upon publicly available information of CWB; potential undisclosed
costs or liability associated with the proposed transaction;
National Bank or CWB being adversely impacted during the pendency
of the proposed transaction; the general economic environment and
financial market conditions in Canada, the United
States, and the other countries where National Bank
operates; the impact of upheavals in the U.S. banking industry;
exchange rate and interest rate fluctuations; inflation; global
supply chain disruptions; higher funding costs and greater market
volatility; changes made to fiscal, monetary, and other public
policies; changes made to regulations that affect National Bank's
business; geopolitical and sociopolitical uncertainty; climate
change, including physical risks and those related to the
transition to a low-carbon economy, and National Bank's ability to
satisfy stakeholder expectations on environmental and social
issues; significant changes in consumer behaviour; the housing
situation, real estate market, and household indebtedness in
Canada; National Bank's ability to
achieve its key short-term priorities and long-term strategies; the
timely development and launch of new products and services;
National Bank's ability to recruit and retain key personnel;
technological innovation, including advances in artificial
intelligence and the open banking system, and heightened
competition from established companies and from competitors
offering non-traditional services; changes in the performance and
creditworthiness of National Bank's clients and counterparties;
National Bank's exposure to significant regulatory matters or
litigation; changes made to the accounting policies used by
National Bank to report financial information, including the
uncertainty inherent to assumptions and critical accounting
estimates; changes to tax legislation in the countries where
National Bank operates; changes made to capital and liquidity
guidelines as well as to the presentation and interpretation
thereof; changes to the credit ratings assigned to National Bank by
financial and extra-financial rating agencies; potential
disruptions to key suppliers of goods and services to National
Bank; the potential impacts of disruptions to National Bank's
information technology systems, including cyberattacks as well as
identity theft and theft of personal information; the risk of
fraudulent activity; possible impacts of major events affecting the
economy, market conditions of National Bank's outlook, including
international conflicts, natural disasters, public health crises,
and the measures taken in response to these events; and other risk
factors described in the Risk Management section of the 2023 Annual
Report and in the Risk Management section of the Report to
Shareholders for the third quarter of 2024, as well as other risks
detailed from time to time in reports filed by National Bank with
securities regulators or securities commissions or other documents
that National Bank makes public, which may cause events or results
to differ materially from the results expressed or implied in any
forward-looking statement.
There is a strong possibility that National Bank's express or
implied predictions, forecasts, projections, expectations or
conclusions will not prove to be accurate, that its assumptions may
not be confirmed and that its vision, strategic objectives, and
performance targets will not be achieved. Thus, National Bank
recommends that readers not place undue reliance on these
forward-looking statements, as a number of factors could cause
actual results to differ significantly from the expectations,
estimates, or intentions expressed in these forward-looking
statements. The foregoing list of risk factors is not exhaustive,
and the forward-looking statements made in this press release are
also subject to credit risk, market risk, liquidity and funding
risk, operational risk, regulatory compliance risk, reputation
risk, strategic risk, and social and environmental risk, as well as
certain emerging risks or risks deemed significant.
Additional information about these and other factors is provided
in the 2023 Annual Report and the Report to Shareholders for the
third quarter of 2024 and may be updated in the quarterly reports
to shareholders filed thereafter. Investors and others who rely on
National Bank's forward-looking statements should carefully
consider the above factors as well as the uncertainties they
represent and the risk they entail. Except as required by law,
National Bank does not undertake to update any forward-looking
statements, whether written or oral, that may be made from time to
time, by it or on its behalf. National Bank cautions investors that
these forward-looking statements are not guarantees of future
performance and that actual events or results may differ
significantly from these statements due to a number of factors.
SOURCE National Bank of Canada