BAWAG Group (BG) M&A announcement summary

Deal rationale and strategic fit

• Acquisition of the third-largest Irish bank, serving 1.3 million customers and holding €22.2 billion in customer loans, strengthens presence in a core market with strong macroeconomic fundamentals and robust banking sector.

• Combines local expertise and community banking with scale, balance sheet strength, and digital capabilities, leveraging BAWAG's presence since 2015 and recent launch of MoCo.

• Supports vision to build a pan-European and U.S. banking group, expanding to over 5 million customers across seven countries.

• Enables broader product offerings and innovation for 1.3 million customers, enhancing competitiveness and resilience.

• Aligns with a disciplined, long-term strategy focused on operational excellence, sustainable growth, and value creation in retail and SME banking.

Financial terms and conditions

• All-cash offer of €2.97 per share, representing a 26% premium to the undisturbed closing price and a 33% premium to the three-month VWAP.

• Values PTSB at approximately €1.619 billion, with a price to tangible book value of 0.82x and P/E multiple of 14.4x based on FY2025 data.

• Transaction to be fully self-funded from internal resources, existing cash, and retained earnings.

Synergies and expected cost savings

• Transaction expected to generate over 20% EPS accretion after three years, more than double the accretion of a share buyback.

• Plans to leverage group technology and operational investments to reduce friction and enhance advisory services.

• Intends to introduce a full suite of retail and SME products to PTSB’s customer base.

• No immediate material changes to PTSB’s fixed asset base or branch network, which is viewed as a strategic asset.