The head office of ABN Amro Bank in Amsterdam as seen in this March 20 photograph. The Royal Bank of Scotland consortium's €71 billion bid for the Dutch bank has been successful. - Reuters

A consortium led by Royal Bank of Scotland PLC won the battle for ABN Amro Holding NV on Monday, as the largest takeover ever in the financial industry came a step closer to completion.

The RBS consortium said 86 per cent of shares in the Dutch bank had been tendered to its €70.5 billion (US$99.6 billion) bid, enough to meet its "minimum acceptance level" of 80 per cent.

The consortium's offer was unopposed after Barclays PLC withdrew its rival bid on Friday, saying it had failed to receive even one per cent of shares.

The Barclays offer, mostly in shares, was worth at least 10 per cent less than the RBS-led bid, which is mostly in cash.

But the saga, which began earlier this year, won't be over until the consortium declares its offer unconditional, expected by Friday.

The RBS-led group is expected to divide up the 183-year-old ABN Amro.

Fortis NV of Belgium wants the bank's Dutch operations, Banco Santander Central Hispano SA of Spain wants its Brazilian and Italian arms, and RBS wants the rest, including ABN operations in Europe, Asia and the Americas not being swallowed by the other consortium members - and taking ABN's prized investment banking arm.

ABN's boards agreed to merge with Barclays in April, but were later forced to retract that in the face of the consortium's higher bid.

Before the consortium had made a formal bid, Groenink sold ABN's U.S. arm, LaSalle Bank Corp., to Bank of America Corp. for US$21 billion (€15 billion) in what was widely seen as a poison pill to thwart RBS.

Legal fight

A legal fight ensued, but after the Dutch Supreme Court approved the sale, the consortium regrouped and rebid for ABN in July.

According to the consortium's offer documents, it has until October 12 to declare the offer unconditional.

That gives RBS time to list the new shares it is issuing to fund 7.0 per cent of the consortium's offer on the NYSE Euronext stock exchange; and for some ABN Amro American Depository Receipts tendered to the offer to be delivered.

Once the bid is declared unconditional, the consortium will have five business days to pay, putting the closure date at October 19 at the latest - unless the offer period is extended.

The 80 per cent threshold met so far enables the consortium to reshape ABN's board and take a variety of actions to further increase its ownership. However, only once 95 per cent of shares are in the consortium's control can it initiate a "squeeze out" process to force the purchase of remaining shares.

The consortium is expected to detail its transition plan for the bank when it declares the offer unconditional later this week.

- AP