On November 22, 2022, Šiaulių Bankas and Invalda INVL signed an agreement on the merger of part of the retail businesses. The Board of Directors of Invalda INVL approved the agreement on November 22, 2022.
Following the closing of the transaction, the Šiaulių Bankas group, in addition to the financial services it already offers, will manage second and third pillar pension funds and mutual funds in Lithuania and provide life insurance services in all Baltic countries. The bank’s subsidiary, SB Draudimas, is scheduled to take over INVL’s life insurance business in Lithuania, Latvia and Estonia, while the pension and mutual fund business in Lithuania will be carried out through a newly established company. established within the Šiaulių Bankas group.
Upon completion of the deal, Invalda INVL will obtain 62,270,383 units of Šiaulių Bankas shares, which will constitute 9.39% of the authorized share capital of Šiaulių Bankas. To finalize the transaction, Šiaulių Bankas will issue a specific share issue for purchase by the Invalda INVL group, at the price of EUR 0.645 per share (a 5% premium over the bank’s share price on the Nasdaq Vilnius stock exchange at November 22, 2022). ).
The equity value of the transaction is 40.2 million euros. As announced in the Interim Information for 6 months of 2022, the book value of the entire asset management and life insurance business, excluding historical investments in subsidiaries and investments in products managed by INVL, as of June 30 of 2022 was equal to 7.5 million euros. This book value is determined in accordance with international accounting standards using the equity method and does not reflect fair value, which is significantly higher, since it is revealed by the transaction value.
“The merger of these retail businesses will generate greater value for customers, employees and investors. Existing INVL clients will continue to receive professional savings, investment and life insurance solutions, as well as additional access to the bank’s broader range of services. The shared goal of the combined team is to make the bank’s services the best option available to customers. Employees, for their part, will have greater opportunities to develop and realize their potential. A bank that is actively growing, expanding its service portfolio, maintaining high profitability and keeping an eye on its share value should become even more attractive to institutional and private investors.
This agreement benefits the shareholders of Invalda INVL both by the anticipated faster growth in the value of the company’s stake in Šiaulių Bankas and by the disclosure of the fair value of INVL’s retail business included in the transaction process. As required by international accounting standards, all of Invalda INVL’s core investment management business is accounted for using the equity method, which does not reflect its significantly higher fair value.” – Darius Šulnis, president of Invalda INVL, says.
The transaction will be completed after it is approved by the shareholders’ meetings of Šiaulių Bankas and Invalda INVL respectively and after all required regulatory permits are obtained. This is expected to happen by the end of 2023.
After completing this and other announced planned share acquisitions, the shareholding of the Invalda INVL group in Šiaulių Bankas will increase from the current 8% to approximately 20%.
After the completion of the transaction, the Invalda INVL group will continue to be active in private equity management and alternative investments, providing Family Office services and managing second and third pillar pension funds in Latvia.
In order to disclose the information in as much detail as possible, we have additionally attached the slides presenting the transaction and the public announcement.
Person authorized to provide additional information:
Darius Šulnis
President of Invalda INVL
Email [email protected]
- Fusion of INVL and SB_slides to the notification about the material event
- 2022 11 23 Šiaulių Bankas and Invalda INVL agree on an agreement to merge their retail businesses
