RBS offers $95.5 billion for ABN Amro

ABN Amro received an industry record takeover bid of 71.1 billion euros ($95.5 billion) Tuesday from a group led by Royal Bank of Scotland, but its shares slipped as the Dutch bank’s earlier decision to sell its U.S. arm to Bank of America Corp. still clouded prospects for a quick deal.

The mostly cash offer by the RBS-led consortium of 38.40 euros ($51.59) a share is about 10% higher than the bid on the table from Britain-based Barclays. The offer is contingent on the sale of ABN’s Chicago-based U.S. subsidiary, LaSalle Bank Corp., not going forward and also sets aside about $2.49 billion to pay potential claims or a settlement to Bank of America.

What will happen next depends on who acts first: the courts or ABN Amro’s shareholders.

The Netherlands’ Supreme Court is to rule by early July on an appeal against an order to freeze the LaSalle sale. But with an offer from RBS on the table, ABN shareholders with at least a 10% stake could override management and call for a meeting in six weeks to voice their preference on the LaSalle sale or either offer.

Piers Townsend, a spokesman for ABN Amro, said Tuesday that the bank had received the consortium’s offer but declined to comment further.

ABN’s U.S.-traded shares declined 29 cents to $47.98. Bank of America shares dropped a penny to $51.19.