Joint capabilities May 2008 ABN AMRO/RBS GBM – joint capabilities presentation • This presentation provides a useful overview to an internal audience, covering a range of complementary strengths and synergies across major asset classes and geographies, using current awards/accolades and league tables. • Where the appropriate client agreement is held to present joint capabilities, the specific content can be taken from individual slides to create more focused material for external use. • Please note that league table positions and volumes for 2007 are not aggregated, as it would misrepresent the position that would have existed if the two businesses had been working as one throughout the year. However, from 1 January 2008 transactions underwritten by RBS and ABN AMRO are consolidated for the purpose of expressing league table volumes and rankings. These new league table positions are labelled RBS only, and cover Q1 2008. • We hope that you will find this pack of credentials to be a useful tool in aiding and understanding of the way that the two businesses fit together. This presentation is designed to inform employees and clients of RBS’s and ABN AMRO’s capabilities. It should be noted, however, that currently clients can only benefit from the expertise of both banks if they explicitly give their approval for a joint approach. RBS6245d 2 Contents Introduction 4 Capabilities by product area • • • • • • • • • • • Bond Markets Securitisation Loan Markets Leveraged Finance/High Yield Project Finance Equities – Hoare Govett FX Derivatives – Credit Derivatives and Alternatives Trading – Fund Linked Derivatives – Equity Derivatives – Exotics & Hybrid Structuring & Trading – Exotic Commodity Derivatives Mergers and Acquisitions Transaction Banking Commodities 10 14 17 23 26 29 34 36 39 42 44 46 47 49 50 54 58 Appendix • • • • • Eco-markets Sustainability – accolades Emerging Debt & Forex Markets Shipping Finance – overview Structured Asset Finance & Aviation Capital 63 64 65 66 67 68 3 RBS6245d Disclaimers Introduction • A key priority for us is to bring the benefits of the combination of ABN AMRO with RBS to our joint client base. • ABN AMRO brings considerable strengths in equities, corporate finance/advisory, emerging markets and transaction banking. • RBS Global Banking & Markets brings its expertise from leading positions across the spectrum of debt and risk management products globally, equally relevant to both borrowers and investors. • Combined we maintain a broad global network in more than fifty countries for an extensive international presence, clients the combined benefit of local knowledge and world class skills. • RBS and ABN AMRO will continue to operate independently for several months, pending integration, and no client information will be shared during this period. However, in some circumstances we will be able to provide access to new capabilities almost immediately. RBS6245d 4 Our joint capabilities at a glance League table positions, Q1 20081 All International Bonds All Euromarket Issues All Bonds in EUR 7 5 4 All International FRNs All Covered Bonds (All Currencies) Global Securitisations (ex Agencies) Cross Border Traditional Private Placements2 Global Loans EMEA Loans US Loans Asia Pacific Loans (Ex Japan, ex ANZ) Emerging Markets Loans European Leveraged Loans Project Finance EMEA MLA Global Equity Issues UK Equity Issues Asia Pacific (ex Japan) Equity Issues RBS is Global Bank of the Year ABN AMRO is Sustainable Bank of the Year 4 3 4 1 8 3 7 16 3 2 1 10 5 8 Polls, 2007 Global FX (by Marketshare)3 Best Bank for FX in the Eurozone4 Best Bank for Prime Brokerage4 Best bank Structured Product4 Global M&A5 European M&A5 Asia Pacific (ex Japan) M&A5 USA M&A6 Latin American M&A6 12 5 4 5 13 13 10 16 5 4) FX Week Awards 2007 5) Thomson Financial, Completed Deals, Full Year 2007 6) Dealogic, Announced Deals, Full Year 2007 5 ‘M&A ‘M&A House House of of the the Year Year (Asia)’ (Asia)’ ‘Russia ‘Russia and and CIS CIS Loan Loan House House of of the the Year’ Year’ ‘Best ‘Best Bank Bank for for Liquidity Liquidity Management Management Western Western Europe Europe and and CEE’ CEE’ 2007 2007 2007 2007 2007 2007 ‘Energy ‘Energy Advisor Advisor of of the the Year’ Year’ ‘EEMEA ‘EEMEA Bond Bond House House of of the the Year’ Year’ Best Best Bank Bank Europe Europe 2007 2007 Supply Supply Chain Chain Finance Finance 2007 2007 2007 2007 2007 2007 RBS6245d Notes 1) Thomson Financial, Q1 2008 2) Private Placements Monitor, FY 2007 3) Euromoney FX Poll 2007 4 5 - What the media says “Diversification, liquidity and leadership were the central tenets the marketplace not only needed but rewarded handsomely, making RBS Greenwich Capital IFR’s North American Securitisation House of the Year “….for broadening its sterling franchise through the development of new business and providing leadership, innovation and liquidity in all market conditions, RBS is IFR’s Sterling Bond House of the Year” (ifr, December 2007) “ while all major emerging markets bookrunners took full advantage of the booming conditions in early 2007, ABN AMRO stood out. … ABN AMRO almost doubled its market share this year, establishing itself as a top-tier force to be reckoned with.” (ifr, December 2007) “RBS has boasted one of the most consistent project finance teams of the last few years […]. The deal portfolio was probably the widest and most high profile of the market. Significantly, RBS can profess to have one of the most balanced projects lists in terms of sector and region” (Project Finance International, Yearbook 2008) “This is the deal that catapults corporate India in the global M&A stage and starts a new trend in the country’s M&A history. The USD 13 billion equivalent acquisition, which included GBP 500 million of existing debt, is the largest by any India company and the second largest M&A deal in the steel industry.” (The Asset, December 2007) “As well as promoting the options market, RBS has also been keen to add more of an international presence to its traditional strength in UK inflation. The fruits of this global presence started to appear last year, with significant trades happening in all three of those markets.” (Risk Magazine, 2008) “ABN AMRO continued its form of 2006 and was involved not only in the leading M&A financings, which ruled centre stage, but also brought a broad mix of transactions for Indian corporate. This is the third year running that ABN AMRO has enjoyed pole position in this sector.” (ifrAsia, December 2007) “Royal Bank of Scotland came from nowhere to build a powerful fixed income franchise in Europe. Now it wants to go global…” (Institutional Investor, 2007) “Several international banks walked away from the Maxis deal, reckoning its size meant it couldn’t be done. ABN AMRO and CIMB showed it could.” (Euromoney, February 2008) “RBS is the unrivalled leader in European syndicated loans and is consistently at the top of the leveraged finance league tables. It has also maintained its leadership in the sterling bond market and structured finance markets” (EuroWeek, 2007) “…The three deals show that ABN AMRO is at the forefront is leading some of the biggest trends in Latin American debt: acquisition, financing, private equity, and localmarket distribution. All are important benchmarks for the region“ (Euromoney, July 2007) “…the success of the USD 1.5 billion privatization of UTAC – a landmark deal that is the largest private equity-led public M&A transaction ever completed in Asia this year and the largest technology M&A deal in Singapore in the past six years.” (The Asset, December 2007) RBS6245d 6 Truly global coverage The combined businesses will have a significant presence in more than 50 countries RBS locations before integration of ABN AMRO North America EMEA Asia Pacific United States Finland France Germany Greece Ireland Italy Portugal Spain Sweden United Kingdom Australia China Hong Kong (China) Japan Malaysia Singapore Latin America -- RBS locations after integration of ABN AMRO Americas Argentina Brazil1 Canada Chile Colombia Mexico United States Venezuela Western Europe Notes: 1) Presence to be established during 2008 2) Rep office 3) Presence through 40% stake in Saudi Hollandi Bank 7 Italy Luxembourg Netherlands Norway Portugal Spain Sweden Switzerland United Kingdom Czech Republic Egypt2 Emirates Kazakhstan Poland Romania Russia Slovakia Turkey Saudi Arabia3 South Africa United United Arab Emirates Uzbekistan Asia Australia China Hong Kong (China) India Indonesia Japan Korea (South) Malaysia New Zealand Pakistan Philippines Singapore Taiwan Thailand Vietnam RBS6245d Austria Belgium Channel Island Denmark Finland France Germany Gibraltar Greece Ireland Central & Eastern Europe, Middle East & Africa Results Financial information as at 28 February 2008 RBS group GBP billion Group operating profit 10.282 Total assets 1,901 Risk-weighted assets 609 Return on equity (%) 19.9 BIS capital ratio (%) 11.2 Core tier 1 (%) 4.5 BIS tier 1 ratio (%) 7.3 Income ratio (%) 40.7 Source – Published full-year 2007 results of The Royal Bank of Scotland Group including 76 days’ ownership of part of ABN AMRO Group RBS6245d 8 Credit ratings Credit agency ratings Moody’s2 Rating agency1 Standard & Poor’s3 Fitch4 Rating type Short term Long term Short term Long term Short term Long term The Royal Bank of Scotland Group plc P-1 Aa1 A-1+ AA- F1+ AA+ The Royal Bank of Scotland plc P-1 Aaa A-1+ AA F1+ AA+ ABN AMRO Bank NV P-1 Aa2 A-1+ AA- F1+ AA- Notes: 1. Source – Credit Rating Agencies as listed 2. On 17 October 2007 Moody’s Investor Services affirmed the ratings of The Royal Bank of Scotland Group plc and subsidiaries as above. The outlook for long-term debt remains negative. At the same time Moody’s affirmed the ratings for ABN AMRO Bank NV, but changed the outlook on the long-term debt ratings from stable to developing 3. On 3 September 2007 S&P affirmed the ratings of The Royal Bank of Scotland Group plc and subsidiaries as above. The outlook for long-term debt remains negative. On 23 October S&P affirmed the ratings of ABN AMRO Bank NV and re-iterated the positive outlook for ratings 4. On 9 Oct 2007 Fitch Ratings affirmed the ratings of The Royal Bank of Scotland Group plc and subsidiaries as above, noting that ABN AMRO Bank NV’’s long-term IDR of AA- remains on Rating Positive Watch to reflect the average long-term IDR of the consortium members being higher than that of ABN AMRO RBS6245d 9 Capabilities by product area Bond Markets Bond Markets – overview League tables All International Bonds RBS #7 All Euromarket Issues RBS #5 All Bonds in EUR RBS #4 GBP, EUR, USD, AUD All International Bonds All Euromarket Issues All Bonds in EUR All International FRNs All International Sterling Bonds All International USD FRN All IG US Corporate Bonds All IG Bonds in EUR All AUD International Issues* All int SFR bonds ex secur. Corporate FI All Corporate Bonds in EUR 7th 10th 5rd 4th 4th 2nd 9th 5th 9th Emerging Markets All International Emerging Market Bonds – EEMEA 4th All International FRNs 9th RBS #4 Source: Thomson Financial Q1 2008 Covered Bonds All Covered Bonds in EUR All Covered Bonds (all Currencies) All Jumbo Covered Bonds Frequent Borrowers All Agency Bonds in EUR Municipal, City, State, Province in EUR 3rd 3rd 6th 1st 7th Source: Thomson Financial Q1 2008 #1 in Cross-Border Traditional Private Placements (Private Placements Monitor, FY 2007) Leading in Non-Core Currencies RBS6245d 11 Bond Markets – leadership and strong momentum Key highlights • Consistently a leading player in the EUR market across all market • Huge Momentum across the corporate spectrum • Leading multi-currency bond franchise for Agencies, segments (Sovereign, Supranational, Agency, Financials and Corporates) with particular strength in continental Europe Supranationals and the European Public Sector with top positions in all markets • World-class covered bond franchise and a leader in most of the constituent markets, throughout Europe and the United States • Consistent League table progress across key client groups – • Strong multi-currency bank and insurance hybrid capital platform Corporates, FIs and Frequent Borrowers offering both institutional and retail capabilities • • • • • Consistent No. 3 position in the Swiss Franc market and the No.1 foreign house • Significant and rapidly growing global EM business. Currently No. 2 as per IFR for all International Emerging Market Bonds • Recently reopened many of the different new issue market World-class Capital Advisory & Structuring (Hybrid) Significant role in GBP/United Kingdom Leading in Private Placements, Liability Management and EMTNs United States franchise now No. 3 non-domestic bank in the United States • Strong secondary franchise, providing market critical liquidity segments following summer crisis demonstrating clients trust us to deliver what we say we will achieve. Covered Bonds – HBOS, EUR Corporate – E.ON, EUR Sovereign Market – Italy, Latam EM – TGI, Asian High Grade – Kexim across GBP, EUR, IG, HY, ABS and CDS • Deep relationships with investors and seamless execution – key in difficult markets RBS6245d 12 Bond Markets – awards (selection) Between the two companies we have received bond markets awards in almost every geography and client sector EEMEA Bond House IFR December 2007 Sterling Bond House IFR December 2007 Best Lead Manager for Covered Bonds TheCover (Euroweek) January 2008 Non-Core Currency Bond – IBRD IFR December 2007 Financial Bond – Sub Debt – RBS Tier 1, IFR December 2007 Latin American Bond – CVRD IFR December 2007 Sterling Bond – Legal & General, IFR December 2007 Deal of the Year – Washington Mutual Covered Bond Euromoney December 2007 Latin American Domestic Currency Bond – IFC IFR December 2007 Middle Eastern Financial Institution Bond of the Year – Abu Dhabi Commercial Bank EuroWeek January 2007 Deal of the Year – Maxis Euromoney February 2008 No. 2 Most Impressive Bank in other currencies (than USD, EUR, GBP) EuroWeek January 2007 3rd Z/Yen Ranking Operational Performance for Asia Securities 2007 Deal of the Year – Gazprom Credit Magazine January 2008 No. 1 Senior Financial Institutions Bond – Wachovia Bank EuroWeek January 2007 Best Investment Grade Bond Deal of the Year – Export-Import Bank of Korea Asiamoney January 2008 No.2 Best Asian Financial Institution Bond Deal of the Year – Woori Bank Euroweek Asia January 2008 Deal of the Year, South Korea – Kexim The Banker May 2008 No.1 Best Asian Financial Institution Bond Deal of the Year – Export-Import Bank of Korea Euroweek Asia January 2008 Covered Bond – CFF IFR December 2007 Best Supranational / Agency Deal of the Year – World Bank EuroWeek January 2008 No. 2 Best Sovereign Deal of the Year – Republic of Italy EuroWeek January 2008 Deal of the Year – TransCredit Bank Credit Magazine January 2008 13 Best High Grade Corporate Bond House Credit Magazine 2007 Best Liquidity Provider – GBP Corporate Bonds Credit Magazine 2007 Best Bank for Corporate Finance 2007 TMI Awards December 2007 2 Corporate Bond House Top 5 DCM House Financial News Awards for Excellence in Investment Banking 2007 Investment-grade Corporate Bond – Enel IFR December 2007 Asia Shipping Debt Deal of the Year – CSC Nanjing Tanker Jane’s Transport Finance December 2007 RBS6245d Bond Arranger of the Year Infrastructure Journal March 2007 Capabilities by product area Securitisation Securitisation – global overview League tables, Q1 2008 Global Securitisations (excluding Agencies) RBS #4 All ABS RBS #5 Europe United States United States ABS United States MBS US MBS - FCA 8th Securitisations in GBP Securitisations – All European RMBS* Securitisations – All EUR All International Issuers All International Issuers (excluding self-funded) All European Issuers 7th 5th All MBS RBS #8 North American Securitisation House IFR 2006 and 2007 1st 2nd 1st 1st 1st 1st Source: Thomson Financial Q1 2008 European Securitisation House IFR 2006 and 2007 Asia Pacific Securitisation of the Year- Softbank IFR December 2007 Securitisation House of the Year The Banker 2006 European Securitisation of the Year – BTA Ipoteka IFR December 2007 ABS Deal of the Year, Europe Airspeed ISR December 2007 ABS Arranger of the year – Europe ISR 2006 and 2007 RMBS Deal of the Year – Kazakh Mortgage Backed Securities 2007-1 ISR December 2007 Emerging Market Deal of the Year – Thor Asset Purchase Utility receivables secur. ISR December 2007 Corporate Deal of the Year, Europe - Punch Taverns Finance ISR December 2007 Aircraft Capital Markets Award – Airspeed Jane’s Transport Finance December 2007 15 RBS6245d Best Securitisation House Credit Magazine 2007/2006 Securitisation – leadership across regions and sectors Key highlights • Leadership position in both developed and emerging markets • Strong franchise across key geographies – United States, Europe globally for term securitisation focused primarily on consumer asset classes and Asia Pacific • Strong franchise across all key asset classes – RMBS, CMBS, • Second largest conduit sponsor globally operating nine conduits ABS and WBS • Huge expansion of the United States ABS business worldwide with commitments of USD65billion • Consistently a top player in EUR ABS. Ranked No. 1 four times in complementing a leading MBS/CMBS business • Unrivalled position as No. 1 sales force in global ABS • Continued No. 1 ranking in investor surveys (Orion, Credit, the last seven years • Italian healthcare asset/securitisation platform • Rapidly expanding Eastern European ABS business. First to Greenwich) • Deal successes include the largest Japanese WBS for Softbank market with ABS in Kazakhstan (RMBS) and Russia (credit cards) and lead Turkish ABS and landmark transactions in tough market conditions such as EMAC Netherlands) • Client confidence evidenced by repeat business in all geographies • RBS has the largest ABS trading desk and volumes in Europe (Delta Lloyd, Kensington, Ford, BES, Unipol, VW, Garanti, Bradesco) providing liquidity, a key service to investors • Strong United States Auto ABS franchise • Reopened primary EUR ABS market with EMAC NL post summer • A leading ABS research house (ranked top five by Credit Magazine for the last four years and No. 3 for best ABS ideas by Euromoney in 2007) ABS market turmoil RBS6245d 16 Capabilities by product area Loan Markets Loan Markets – global overview League tables Global Global Global Loans 8th North America North America Loans US Loans US Leveraged Loans US Investment-Grade Loans 9th 7th 14th 5th Europe Western Europe EMEA Loans EMEA Leveraged Loans EMEA Sponsor Driven EMEA Non Sponsor Driven Leveraged EEMEA Emerging Markets EMEA Project Finance EMEA Financial Institutions RBS #8 EMEA RBS #3 United States RBS #7 Asia Pacific Middle East RBS #10 Middle East Overall Middle East Financial Institutions 3rd 3rd 2nd 1st 2nd 3rd 1st 5th 6th 1st FY 2007 Source: Thomson Financial bookrunners, Q1 2008 Latin America Latin American Loans 3rd Asia Pacific Asia Pacific Leveraged Loans Asia Pacific Loans Asia Pacific Loans (ex. Japan and Australia & New Zealand) Australia & New Zealand Australia Syndicated Loans Australasia Leveraged Loans 5th 10th 16th 5th 5th 3rd Emerging Markets Emerging Markets Loans 6th 18 RBS6245d Source: Thomson Financial bookrunners Q1 2008 Loan Markets – leadership across regions and sectors The combined loan markets businesses present our clients with a truly global platform and a product portfolio which is second to none Key highlights • We hold a 50% market share in the Netherlands • Leadership role in the emerging loan markets of EMEA, Latin America and Asia • A reputation for structural innovation and delivering tailor-made solutions for our clients • Single unified syndication, sales and trading platform which cuts across industries, products and geographies • Integrated structured and corporate loans origination platform • Proven track record in cross border M&A financing (thirty-five acquisition (non leverage) deals closed in Europe 2007) • Leadership across key sectors such as project finance, structured financing, real estate finance, M&A and leveraged finance • Combined real estate loan and CMBS platform in Europe and Asia – a ground-breaking initiative • Launched a dedicated FI team delivering benchmark transactions (USD1.85billion facility for Qatar National Bank) • Launch of a dedicated shipping team winning key mandates (USD404.9million term loan for TBS International Ltd) • Successfully brought transactions to market in the most challenging conditions – Rio Tinto and Heidelberg • Leading in loan trading delivering a strong performance in the secondary market providing critical liquidity during market turmoil • A top 10 lead arranger in the US syndicated loan market RBS6245d 19 Loan Markets – awards The combined entities provide our clients with a global loan platform, recognised by leading trade media Most Impressive Arranger Euroweek Loan Awards 2007 (& 2005-06) February 2008 Global Bank of the Year PFI January 2008 Best Project Finance House Euromoney Awards of Excellence July 2007 India Loan House of the Year IFR Asia December 2007 Best Debt House – Latin America Euromoney Awards of Excellence July 2007 Best Secondary Loan House Euroweek Loan Awards 2007 February 2008 Russia and CIS Loan House IFR December 2007 Best Arranger of Acquisition Finance 2007 (& 2005-06) EuroWeek Loan Awards February 2008 Best Arranger of Western European Loans Euroweek Loan Awards January 2007 Best at Project Finance Middle East Euromoney Awards of Excellence July 2007 No. 2 Asia Pacific Acquisition Financing House of the Year Euroweek February 2008 Bank of the Year – Americas PFI January 2007 Latin American Loan House of the Year IFR December 2006 Best Arranger of Corporate Loans Euroweek Loan Awards 2006 January 2007 Best Arranger of UK Loans Euroweek Loan Awards February 2008 Best Debt House in the Middle East Euromoney Awards for Excellence, July 2006 Best Arranger of Turkish Loans Euroweek Loan Awards February 2008 Best Arranger of Russian Loans 2007 (& 2006) Euroweek Loan Awards February 2008 Best Arranger of CEE Loans (ex Russia) Euroweek Loan Awards February 2008 Best Debt House-Pakistan The Asset December 2007 Best Arranger of Loans for Indian Borrowers Euroweek 2008 Best Arranger of Loans for Malaysian Borrowers Euroweek 2008 RBS6245d 20 Loan Markets – deal success Borrower Value Country (USDm) Bank Value Country (USDm) Bank 21 Amadeus Global Travel Distribution SA 6,316.90 Spain ABN AMRO 22 Companhia Vale do Rio Doce – CVRD 6,000.00 Brazil ABN AMRO 23 Gazprom 5,450.00 Russia ABN AMRO 24 Banque PSA Finance 5,378.51 France RBS 25 Dubai World 5,000.00 UAE RBS RBS 26 Cableuropa SA 4,828.97 Spain RBS RBS 27 Ojer Telekomunikasyon AS 4,700.00 Turkey ABN AMRO 28 Vivarte SA 4,504.27 France RBS 1 Dr Ing hcF Porsche AG 46,474.57 Germany ABN AMRO 2 Rio Tinto Plc 40,000.00 UK RBS 3 HeidelbergCernent AG 21,930.68 Germany RBS 4 Akzo Nobel NV 18,695.39 Netherlands ABN AMRO 5 Imperial Tobacco Group Plc 18,622.11 UK RBS 6 Iberdrola SA 15,622.55 Spain ABN AMRO/ RBS 7 ProSiebenSat.1 Media AG 8 Inmobiliaria Colonial SA-Colonial Grp 9 TDCA'S 9,636.63 Spain TDC A/S 9 10,382.64 Germany Borrower 9,497.60 Denmark RBS 29 Metrovacesa SA 4,403.13 Spain RBS 10 SSAB Svenskt Stal AB 8,800.00 Sweden RBS 30 Ojer Telekomunikasyon AS 4,300.00 Turkey ABN AMRO 11 Glencore International AG 8,775.00 Switzerland ABN AMRO 31 Asciano Finance Trust 4,260.90 Australia ABN AMRO 12 Pernod Ricard SA 8,184.92 France RBS 32 Premier Foods Plc 4,096.76 UK RBS 13 Macquarie Group 8,041.32 Australia ABN AMRO/ RBS 33 H3G Italia 3,894.08 Italy ABN AMRO/ RBS 14 Sabic Innovative Plastic Holdings BV 7,665.00 Saudi Arabia ABN AMRO 34 Endemol Entertainment Holding NV 3,799.70 Netherlands ABN AMRO 35 FirstGroup 3,750.00 UK RBS 15 PPR SA 7,470.80 France RBS 36 Taylor Wood row plc 3,297.36 UK RBS 16 Corus Group Plc 7,182.87 UK ABN AMRO 37 Tesco plc 3,281.38 UK RBS 17 Binariang GSM Sdn Bhd 7,100.00 Malaysia ABN AMRO 38 Telenet BidCo NV 3,261.95 Belgium ABN AMRO 18 Arqiva Ltd 6,766.17 UK RBS 39 AV Metals Inc 3,100.00 Netherlands ABN AMRO 19 TELEMAR SA 6,516.11 Brazil ABN AMRO 40 Rosneft 3,098.00 Russia ABN AMRO 20 Vitol SA 6,413.00 Switzerland RBS Source: ABN AMRO/RBS Global Bookrunner Deal list RBS6245d RBS ABN AMRO RBS/ABN AMRO joined 21 Loan Markets – deal successes (cont’d) North American Public Power Deal of the Year – OOIL Project Finance Magazine January 2008 European Leisure Deal of the Year - Spencer Dock Project Finance Magazine January 2008 Asia-Pacific Oil and Gas Deal of the Year – Coogee Resources PFI January 2008 Global Renewables Portfolio Refinancing Deal of the Year – Babcock & Brown global wind partners Project Finance Magazine January 2008 Middle East Power IWPP Deal of the Year – Marafic Project Finance Magazine January 2008 Best Loan Arranger in Australian Market Asiamoney January 2007 Best Western European Loan 2006 - Telefonica/O2 EuroWeek February 2007 Trade Finance Deal of the Year – Ghana Cocoa Trade Finance February 2008 Middle East Oil & Gas Deal of the Year – RAK Petroleum Jane’s Transport Finance December 2007 Port Finance Deal of the Year – North America – GTC & MTC Holdings Jane’s Transport Finance December 2007 Best Leveraged Finance Deal, Australia – CVC’s acquisition of DCA Asiamoney January 2008 Trade Finance Deal of the Year – XDM (China) Trade Finance February 2008 Middle East Telecoms Deal of the Year 2007 – Etihad Etisalat (Mobily) Project Finance January 2008 European Transport Port Deal of the Year 2007 – Mersin Port Project Finance January 2008 Latin America Power Deal of the Year – Iberdrola Mexico Project Finance Magazine February 2007 Asia Pacific Syndicated Loan, Leveraged Loan of the Year – Tata Steel IFR Asia December 2007 Trade Finance Deal of the Year - Avea (Turkey) Trade Finance February 2008 Trade Finance Deal of the Year -United Company Rusal (Russia) TFR February 2008 Saudi Arabia, Deal of the Year 2007 – SABIC The Banker May 2007 Best Leveraged Finance Deal of the Year, Asia – Binariang GSM Asiamoney January 2008 Best Syndicated Loan – Tata Steel/ Corus The Asset December 2007 Trade Finance Deal of the Year - Pluspetrol Norte (Peru) TFR February 2008 Best Project Finance Deal – Cross City Tunnel Finance Asia December 2007 Trade Finance Deal of the Year - Evraz (Russia) TFR February 2008 Trade Finance Deal of the Year - Mechel (Russia) Trade Finance February 2008 South Asian Syndicated Loan of the Year 1. Reliance Industries 2. Tata Steel Year 3. Suzlon Energy Euroweek February 2008 Trade Finance Deal of the Year - PDVSA (Venezuela) Trade Finance February 2008 Trade Finance Deal of the Year -United Company Rusal (Russia) Trade Finance February 2008 Trade Finance Deal of the Year - KazMunaiGaz (Kazakhstan) Trade Finance February 2008 Trade Finance Deal of the Year - Evraz (Russia) Trade Finance February 2008 Trade Finance Deal of the Year - Metinvest (Ukraine) TFR February 2008 RBS6245d 22 Trade Finance Deal of the Year - Metinvest (Ukraine)) Trade Finance February 2008 Capabilities by product area Leveraged Finance/High Yield Leveraged Finance/High Yield – overview Global Global High Yield Debt North America US Leveraged Loans 10th 14th Europe EMEA Leveraged Loans EMEA Sponsored Loans (Mandated Arrangers) EMEA Sponsored Loans – Bookrunners 4th 3rd 3rd Source: Thomson Financial Q1 2008 Maxis Communications Berhad USD 7,100,000,000 Acquisition financing facility to Binariang GSM for the privatisation of Maxis Communications Berhad Sole Underwriter May 2007 USD 1,000,000,000 Asset Based Revolving Credit Facility USD 1,500,000,000 USD 1,500,000,000 Term Loan A Facility USD 5,165,000,000 USD 5,165,000,000 Term Loan B Facility USD USD 1,500,000,000 1,500,000,000 Senior Notes Joint Bookrunner and Lead Arranger August 2007 Leveraged Finance House of the Year – Europe PEN Awards for Excellence in Advisory Services October 2007 Best Debt Provider - Europe Global Private Equity Awards March 2007 Best Leveraged Finance Deal of the Year – Binariang GSM Asiamoney January 2008 Senior Debt Arranger of the Year Acquisitions Monthly December 2007 Bank of Choice for European Leveraged Finance 2006 PEN Poll 2007 Top Bank for European Leveraged Finance Private Equity News February 2007 No. 2 Asia Pacific Leveraged Finance Deal of the Year – 3Com Corp Euroweek, February 2008 European Debt Provider of the Year Private Equity International March 2008 Best Leveraged Finance Deal CVC’s Acquisition of DCA 2007 Asiamoney Awards January 2008 Leveraged Telecoms Deal of the Year – Arquiva acquisition of NGW Telecomfinance Awards January 2008 24 RBS6245d Best Arranger of Acquisition Finance 2007 (& 2005-06) EuroWeek Loan Awards February 2008 Leveraged Finance/High Yield – leadership and growth Key highlights • Global Network: Combined product expertise with advisory • Demonstrated outstanding deal success in 2007 across its services and network reach to lead many of the largest crossborder corporate leveraged transactions, including Orascom/Wind, Tata/Corus, SABIC/GE Plastics and Basell/Lyondell footprint, with particular achievements in North America, one of the world’s most competitive markets (reflected in our third Rank in the TMT LBO/MBO Financing League table (01/01/07-31/07/07)) • Asia: Built the No. 1 ranked Asian leveraged finance franchise • Made significant investments in resources and created Leveraged (Dealogic FY 2007), including the sole underwriting of Maxis, at USD7.1billion of debt facilities – the largest transaction ever attempted in ex-Japan Asia Capital Markets (alignment of Leveraged Loan Markets and High Yield Capital Markets and a Financial Sponsors Group) bringing together global coverage operation • Netherlands: ABN AMRO has topped the league table rankings • Europe: RBS has remained in the top of the league table rankings during the past five years in the Netherlands, leading transactions such as HEMA, Maxeda DIY and Endemol in 2007 over the most difficult time in the market in 2007 and extended its deal footprint into Eastern Europe • United States: ABN AMRO has extended its reach in the United • United States: RBS led some of the key United States deals – States by creating a combined Leveraged Finance/High Yield franchise to support clients in cross-border acquisitions such as TNT Logistics (Netherlands/United States) and Hindalco/Novelis (India/Canada) Bell Canada USD40billion and Alltel USD28billion • Asia Pacific: Strong growth with footprint extended into Hong Kong and completed deals in Japan, Singapore, China, New Zealand RBS6245d 25 Capabilities by product area Project Finance Project Finance – overview Global Project Finance Loans Mandated Arrangers 2nd Best Project Finance Financial Advisory Bank • Petrochemical • Transport Best Project Finance Arranging Bank • • • • Americas Project Finance Loans Mandated Arrangers Project Finance Loans Bookrunners 8th 6th EMEA Project Finance Loans Mandated Arrangers Telecoms 2nd PFI/PPP Oil & Gas Transport Source: Thomson Financial Full Year 2007 Project Finance Borrowers Survey 2007 Trade and Project Finance House of the Year The Banker Investment Banking Awards 2007 & 2006 Global Bank Arranger Infrastructure Journal Awards March 2008 Global Bank of the Year 2007 PFI Awards December 2007 Oil&Gas Arranger of the Year Infrastructure Journal Awards March 2008 Oil&Gas Adviser of the Year Infrastructure Journal Awards March 2008 Bank of the Year – Americas PFI Awards January 2007 Best at Project Finance Middle East Euromoney, Awards of Excellence July 2007 27 Best Arranger of Project Finance Euromoney Loan Awards February 2008 RBS6245d Best Project Finance House Euromoney Awards for Excellence 2007 & 2006 Project Finance – winning deals North America Acquisition Deal of the Year – OOIL/Global Container Terminals Project Finance January 2008 European Transport Airport Deal of the Year2007 – Budapest Airport Project Finance January 2008 Global Renewables Portfolio Refinancing Deal of the Year 2007 – Babcock & Brown Global Wind Partners Project Finance January 2008 Global Deal of the Year – Barka2/Al-Rusail (adviser) Project Finance January 2008 North America Single Asset Power Deal of the Year – Sandy Creek Project Finance, January 2008 Port Finance Deal of the Year2007 – North America. Jane’s Transport Finance December 2007 European Leisure Deal of the Year 2007 – Spencer Dock Project Finance January 2008 Middle East IPP Deal of the Year 2007 – Mesaieed (adviser) Project Finance January 2008 Asia–Pacific Transport Aviation Deal of the Year 2006 Sydney Airport – Australia, Project Finance March 2007 Middle East Oil&Gas Deal of the Year – Qatargas IV Project Finance January 2008 North America Transport Deal of the Year – Northwest Parkway Project Finance January 2008 Airport Finance Deal of the Year 2007 – Europe. Budapest Airport Jane’s Transport Finance December 2007 Asia Independents Oil & Gas Deal of the Year – Coogee Resources Project Finance January 2008 Structured Finance Transaction of the Year – Reliance Rail Consortium CFO Australia January 2008 European Renewable Acquisition Deal of the Year – Trinergy Project Finance January 2008 Middle East Water/Utilities Deal of the Year – Sur IWPP Project Finance January 2008 Middle East Independent Oil & Gas Deal of the Year 2007 – RAK Petroleum Project Finance January 2008 Asia-Pacific Oil and Gas Deal of the Year 2007 – Coogee Resources PFI January 2008 Infrastructure Deal of the Year 2007 – Mersin Port PFI awards January 2008 European Renewables (Biofuels) Deal of the Year – Ensus Project Finance January 2008 Middle East Refinancing Deal of the Year – SEGAS (adviser) Project Finance January 2008 Middle East Power IWPP Deal of the Year 2007 Marafiq Project Finance January 2008 EMEA Adviser of the Year 2006 PFI January 2007 Middle East Telecoms Deal of the Year 2007 – Etihad Etisalat (Mobily) Project Finance January 2008 Best Project Finance Deal 2007 – Leighton’s acquisition of Al Habtoor Asiamoney January 2008 Middle East Manufacturing Deal of the Year 2007 – EMAL Project Finance January 2008 Middle East PPP Deal of the Year 2007 – Al Ain Project Finance January 2008 European Transport Port Deal of the Year 2007 – Mersin Port Project Finance January 2008 Asia-Pacific Acquisition Deal of the Year – Tata Steel’s Corus acquisition bridge financing Project Finance January 2008 28 RBS6245d North America Public Power Deal of the Year – Invenergy St Clair Project Finance January 2008 Capabilities by product area Equities Equities – overview Research, broking, distribution (primary and secondary) and execution of core equities products ABN AMRO’s ideas-led approach across equities research, sales and trading, along with the product and delivery innovation of private investor products, continues to be highly valued by its clients ABN AMRO’s primary market activities are carried out by our Equity Capital Markets group Key Highlights • • • • ABN AMRO has one of the broadest equity product offerings in the international investment community Network of more than 1,000 Equities professionals based in over 26 countries Presence across Europe, Asia (ex-Japan) and Australia, plus distribution in the United States Wide range of high-quality equity services with an established track record in a number of key sectors – with particular strength in the smaller companies sector • Our research teams cover 1,200 large companies • Strength in core and derivatives with focused acceleration of growth in derivatives Research Awards and Ranking • No. 1 Pan-European Economics; • No. 3 Global Economics – Thomson Extel survey 2007 • No. 1 Top brokerage firm for Hedge Fund Research – Thomson Extel survey 2007 • No. 2 UK Small Cap Broker – Thomson Extel survey 2007 • No. 2 Accuracy of European recommendations • No. 1 Accuracy of Asian recommendations – AQ, Q2 2007 • No. 4 most award winning broker for United Kingdom and Ireland – Sunday Times StarMine survey 2006 • Australia – No. 1 Research House for Analysts Recommendations 2007 – StarMine • New Zealand Stockbroker of the Year 2007 – INFINZ Awards 30 RBS6245d Fully integrated equity multiproduct set covering: • derivative products, securities finance and equity-linked • structuring and trading in core equities • primary and secondary distribution to private, corporate, institutional and hedge fund clients • corporate broking (Hoare Govett) • investment research • proprietary trading Equity Capital Markets – overview ABN AMRO brings a strong ECM business to the combined bank Bookrunner Positions Global Debt Equity and Equity Related Asia Pacific equities All UK Equities Tianjin Development Holdings Limited, China Source: Thomson Financial Q1 2008 "We really admire ABN AMRO's teamwork, professionalism and dedication" Mr Wang Guanghao, Chairman, Tianjin Dev. Hold. Ltd, China Ministry of Finance, The Netherlands "The most important thing for us is that we can really trust ABN AMRO to put our interests first and to think "outside the box" when necessary" A.H. Betting, Director Financing , Directorate Ministry of Finance, The Netherlands France Telecom, France "ABN AMRO have worked with us over the last few years to raise capital through well structured transactions and have provided first class objective financial advice“ 10th 8th 5th Best Equity House in the Netherlands Euromoney 2006 Eastern European Deal of the Year – Rosneft IPO The Banker 2007 Top Bank in Benelux Investment Banking Top Bank in Benelux Capital Markets Dealogic, Recognition of Excellence 2007 Best Secondary offer Best GDR /ADR – LG Philips LCD Company The Asset 2006 Excellence in Netherlands Investment Banking, Top Bank in Netherlands Capital Markets Dealogic, Recognition of Excellence February 2008 Deal of the Year, Kazakhstan – Eurasian Natural Corporation The Banker May 2008 Best GDR/ADR – InnoLux Display Corp The Asset December 2007 Kazakhstan Deal of the year – KazMunaiGas Exploration, The Banker 2007 Best Convertible Bond - Tata Steel The Asset December 2007 Australian Deal of the Year – Telstra 3 The Banker 2007 Best Australian Equity-Linked Deal of the Year – Macquarie Communication Infrastructure Group The Asset December 2007 Taiwan Equities Deal of the Year – ProMOS Technologies, IFR Asia 2006 RBS6245d Michel Combes, Chairman/ CEO of TDF, Former CFO of France Telecom, France Equity-Linked Deal of the Year – BAE Systems, The Treasurer 2006 31 Equity Capital Markets ABN AMRO offers a full range of equity capital markets and related advisory services During the last ten years, we have led over 1,000 equity offerings around the world, awarding each structure its own degree of customisation, creativity and innovation Key Highlights • Drawing on the full financial resources of its parents, ABN AMRO offers world class equity capital markets expertise • Global equity distribution power. Over 800 equity research, sales and trading professionals worldwide. Dedicated equities distribution personnel located in the United States to sell international offerings to key investors • Over one hundred and forty dedicated equity capital markets specialists located in eleven regional hubs around the world • Established track record in key sectors and regions • ABN AMRO has consistently been ranked in the top five for small/mid-cap issues for the past five years with greater breadth of European small/mid-cap coverage than any other bank RBS6245d 32 2006 and 2007 ECM highlights Largest ever oil and gas IPO globally, largest European IPO since 1999, largest equity market privatisation of a Russian company ever and first ever mass retail offering in Russia USD10.7bn – Rosneft Russia Largest secondary offering in Europe in 2006 EUR5.5bn – NATIXIS, France Largest convertible bond issuance in Asia ex Japan since 2002 USD515m – KEPCO South Korea Third largest CEE IPO and largest kazakh IPO ever USD2.3bn – KazMunaiGas Kazakhstan Largest Dutch IPO in six years and first Dutch IPO with significant retail participation since 2000 EUR1.4bn – SNS Reaal The Netherlands Highest over – subscription rate ever for a Hong Kong public offer USD161m – Tianjin Ports Development Holdings Hong Kong First ever Yen denominated convertible bond offering from India USD100m – Larsen & Toubro, India Secondary offering since 2000, largest Australian offer in seven years and largest equity offer in the global telecoms sector since 2000. AUD15.5bn – Telstra Australia Largest ever IPO in India USD2.0bn – Cairn India India Largest hardunderwritten IPO in Australia in 2006 AUD691m – RiverCity Motorway Group Australia First privatisation undertaken by the French government post the presidential and legislative elections. Sole bank to have been involved in all the France Telecom offerings since 2003 EUR2.7bn – France Telecom, France Sixth largest IPO in CEE in 2007 USD1bn – OJSC Magnitogorsk iron and steel works Russia Third largest ever accelerated Capital increase globally. Largest ever accelerated transaction in Spain and second largest equity raising since 2000 EUR2.7bn – Iberdrola Spain Key role in supporting one of the most significant Latin America IPOS of 2007. A landmark domestic and emerging market transaction USD569.6m – MRV Engenharia e Participacoes SA Second largest offering in the Netherlands in 2007 and largest selldown as a percentage of market cap EUR523.9m – Wavin The Netherlands First ever equity and equity-linked combined offering in Australia AUD1.4bn – Macquarie Communications Group Largest UK convertible since 2002 USD1.1bn – Shire Plc United Kingdom First Bookrun United States Domestic convertible bond issue USD500m – Suntech Power Holdings China KPN, the Netherlands "Over the last three years we at Mahindra & Mahindra Limited had three opportunities to work with ABN AMRO – twice for Global Convertible Issues (FCCBs) and once for the Initial Public Offering of one of our subsidiaries, Mahindra Finance, a focused rural finance company. We were impressed by the professional competency of ABN AMRO's team, which worked hard to get the best deal for the company. What impressed us even more was the friendly and cordial manner in which the ABN AMRO bankers interacted in spite of the time pressures and tight deadlines“ "During these past years KPN has gone through some major developments, during which we have received continuous support from ABN AMRO. The team has provided high quality advice to us on various occasions, which has helped KPN to position itself as an attractive investment in the European telecom sector. I am confident that the relationship between ABN AMRO and KPN will continue to be strong and on behalf of KPN I am very much looking forward to another exciting ten years of co-operation between our two companies“ Ad Scheepbouwer, CEO, KPN, the Netherlands Bharat Doshi, Chief Financial Officer, Mahindra & Mahindra Limited, India 33 RBS6245d Mahindra & Mahindra Limited, India Hoare Govett – overview • Key relationships with the Board of United Kingdom Plc • Leading corporate broker/adviser to over one hundred United Kingdom listed companies and investment funds – No. 1 broker to deals in six of last seven years Activities • Equity fundraising (primary and secondary) • IPOs – as Sponsor (Main Market) and Nominated Adviser (AIM) • Public takeovers • Transaction advice and execution • General corporate finance advice • Share buy backs • Investor relations • Share dealing services for clients Hoare Govett – the leading brokers to deals Rank 2003 Rank 2004 Rank 2005 Rank 2006 Rank 2007 1 UBS Warburg 1 Hoare Govett 1 Hoare Govett 1 Hoare Govett 1 Hoare Govett 2 Hoare Govett 1 Cazenove 2 Cazenove 2 Cazenove 2 Cazenove 3 Cazenove 3 UBS 3 Merrill Lynch 3 Merrill Lynch 3 UBS – Leading franchise among FTSE 350, giving Hoare Govett a top five market share 4 Merrill Lynch 4 Merrill Lynch 4 DKW 4 Panmure 3 Citigroup 5 CSFB 5 DKW 5 Deutsche Bank 4 Brewin Dolphin 3 Merrill Lynch 6 Lehman Brothers 6 HSBC 5 UBS 4 Arbuthnot 6 Evolution Securities 6 West LB Panmure 7 CSFB 7 Collins Stewart 7 UBS 7 Deutsche Bank – Combines with Equities to be the pre-eminent firm in the UK Mid and Smaller Cap market 6 Collins Stewart T. 8 KBC 8 Citigroup 7 KBC 7 Dresdner Kleinwort 9 Citigroup 9 Numis 9 Durlacher 9 Seymour Pierce 7 Panmure Gordon 10 Unicredito Italiano 10 Goldman Sachs 9 Teather & Greenw. 10 DKW 10 Collins Stewart – Client base ranging from FTSE 100 to AIM RBS6245d Source: Thomson Financial 34 Hoare Govett – a strong corporate client base A broad spread of quality companies at all levels FTSE 100 clients Hoare Govett has won more than twenty clients since January 2006 More than 50% of our FTSE 350 clients have been advised by Hoare Govett for more than ten years FTSE 250 clients Aegis Group Bovis Homes easyJet Group Marstons Severfield-Rowan Amlin Brown (N) Group Emap Morgan Sindall Shanks Group Arriva BSS Group FKI Mouchel Parkman Spectris Ashtead Charter Hays Northern Rock Spirent AVEVA Group Dairy Crest Hunting Premier Farnell VT Group Balfour Beatty Dana Petroleum Informa Premier Foods WSP Group BBA Aviation Dexion Absolute Imperial Energy Savills Star Energy IBA Health BAE Systems Rexam GBP502m GBP137m USD4.1bn GBP286m Recommended cash offer for Datamonitor Proposal recommended all share offer for iSoft Placing and acquisition of Armor Group Placing and acquisition of Ol Plastic Products May 2007 May 2007 May 2007 EcoSecurities Placing and Offer for Subscription GBP37.7m GBPtbc Secondary Placing Financial Adviser, Sponsor & Placing Agent June 2007 June 2007 35 November 2007 SMG GBP95.1m Rights issue GBP340m Cash offer by Petronas Int. Corp Joint adviser & Broker November 2007 November 2007 RBS6245d informa Capabilities by product area FX FX – overview A world class FX business: RBS #4 ABN AMRO #12 FX Market Share Western Europe 2007 2006 3rd 4th >10th FX Market Share Asia Currency Derivatives House RISK Awards 2007 2007 2006 FX Market Share North America 6th 5th 2007 2006 2008 P&L Innovation Award – Dashboards & Smartprime Profit & Loss, Digital FX Awards April 2008 >10th 2007 2006 No. 1 Best FX (Vanilla) Provider for Local (Asian) Currencies No. 3 Best for Macro-Economic Research in Australia No. 2 Best for Technical Analysis in Australia No. 4 Best for Overall FX Services in India No. 5 Best for Overall FX Services in Indonesia No. 5 Best for Overall FX Services in Malaysia No. 4 Best for Overall FX Services in Taiwan No. 3 Best for FX Prime Broking Services in Taiwan No. 3 Best Single-Bank Electronic Trading Platform in Taiwan Asiamoney, FX Poll, Corporate Votes September 2007 2nd 12th >10th Source: 2007 Euromoney FX Poll, Euro-weighted RBS6245d Best Foreign Exchange Bank in the Netherlands Global Finance 2007 >10th FX Market Share Australasia Best Leveraged Sector Platform – Smartprime Profit & Loss, Digital FX Awards April 2008 Best Range of Execution Tools Profit & Loss, Digital FX Awards April 2008 6th 6th 37 FX week – best bank awards 2007 A world class FX business as voted for by • Corporates • Financial Institutions • Investors Total votes 6th 4th Best Bank Overall for FX Best Bank for Currency Options Best Bank for FX Structured Products Best Bank for FX Prime Brokerage Best Bank for USD/GBP Best Bank for EUR/GBP Best Bank for FX in the Eurozone Best Bank for Emerging EMEA Currencies 7th 5th 4th 5th 2nd 2nd 5th 5th Financial Institution votes Best Bank Overall for FX Best Bank for FX Prime Brokerage 13th 3rd 8th 4th Corporate votes Best Bank Overall for FX Best Bank for Structured Products Best Bank for FX in the Euro-zone Best Bank for FX in Asia-Pacific Best Bank for Emerging Asian Currencies Best Bank for Emerging Lat. Am. Curr. Best Bank for FX in London Best Bank for EUR/USD Best Bank for FX Research and Strategy 6th 5th 3rd 3rd 5th 5th 4th 2nd 5th 4th Investors Best Bank Overall for FX 13th 8th RBS6245d 38 Capabilities by product area Derivatives Derivatives A leading derivatives house across rates and currency, equity and property derivatives ABN AMRO was at the forefront of the creation of the new market; it was the first bank to establish a full-time, dedicated property derivatives desk in London in September 2005. Furthermore, it was the first bank to launch a property derivatives sector trade, a USD61m deal which saw ABN AMRO breaking new ground as the first synthetic traders of United Kingdom retail property The Banker Magazine RBS has a market leading Property Derivatives franchise. In October 2007, for example, RBS traded the first Japanese property derivative with Grosvenor Group… RISK Magazine RISK End User Rankings 07 RISK Corporate End-User Rankings 08 Interest Rate Swaps overall Interest Rate Options overall Exotic Interest Rate Products overall Forward Rate Agreements overall Cross Currency Swaps overall Currency Options overall Currency Forwards overall Exotic Currency Products overall 4th 5th 6th 5th 3th 2nd 1st 1st Interest Rate Swaps Interest Rate Options Exotic Interest Rate Products Forward Rate Agreements Cross Currency Swaps Cross Options Overall Currency Forwards Exotic Currency Products 7th 9th 6th 8th 7th 2nd 7th 7th Asia RISK End User Rankings 07 RISK Inter Dealer Rankings 07 Rates Forward Rate Agreements Exotic Interest Rate Products Short Dated Interest Rate Swaps Interest Rate Swaps Overnight Index Swaps 1st 2nd 3rd 5th 4th Inflation Inflations Swaps – EUR Inflations SWAPS – GBP Inflation Caps/Floors GBP Inflation Caps/Floors EUR Inflation Caps/Floors USD 1st 1st 1st 2nd 5th Currency Vanilla Currency Options Currency Forwards Exotic Currency Options Cross Currency Swaps 1st 3rd 4th 5th Interest rate derivatives overall Credit derivatives overall Currency derivatives overall 9th 10th 9th Credit Derivatives Credit Hybrid Products, Asia ex Japan Credit Hybrid Products, Japan CPDOs, Asia ex japan Synthetic CDOs of ABS, Japan 3rd 2nd 3rd 1st Asia RISK Inter Dealer Rankings 07 2nd Currency Long-dated USD Long-dated Other Currencies Long-dated Yen Chinese Renminbi Forwards Hong Kong Dollar Forwards Japanese Yen Options Overall Currency derivatives 1st 1st 1st 2nd 2nd 2nd 4th RBS6245d 40 Rates Interest Rate Swap - HKD Derivatives – accolades Inflation Derivatives House of the Year RISK Awards January 2008 5th Overall Risk Inter-Dealer Survey RISK September 2007 Most Original Product – Autopilot Gouden Tak Award April 2008 (The Netherlands) Best Issuer Overall Gouden Tak Award April 2008 (The Netherlands) Best Web Site Gouden Tak Award April 2008 (The Netherlands) Currency Derivatives House of the Year RISK Awards January 2007 5th Overall Risk Corporate End User Survey RISK April 2007 Best in Benelux for Structured Products Structured Products November 2007 Best in Nordic for Structured Products Structured Products November 2007 Public’s Choice no1 Gouden Tak Award April 2008 (The Netherlands) Innovation of the Year – CPDOs IFR Awards 2006 9th Overall Risk Institutional Investor End User Survey RISK May 2007 #4 European Repo Business ICMA European Repo Market Survey 2007 (Market Value) Best Issuer of Leverage Products – for the Mini Future Certificates Italian Certificate Awards May 2007 Best Leverage Products – for the Introduction of Mini future Certificates Swiss Derivatives Awards April 2007 Best in Japan for Synthetic CDO of ABS Asia Risk End-User Survey 2007 Best Financial Innovation for Turbo product and Financial Product of the Year Golden Bull Awards September 2007 Best Certificate of the Year The introduction of Water Certificates – Italian Certificate Awards May 2007 Best in United Kingdom for Structured Products Structured Products November 2007 Most Innovative Banking Product Bucharest Business Week Financial Awards for Excellence December 2007 Best Issuer of the year German Structured Society Awards December 2006 Deal of the Year – CPDOs RISK Awards 2007 RBS6245d 41 Credit Derivatives and Alternatives Trading Deal of the Year – Surf (CPDO) Euromoney February 2007 Deal of the Year – Surf (CPDO) Risk Magazine January 2007 Deal of the Year - Fremantle Credit Magazine December 2007 Innovation of the Year – Surf (CPDO) IFR December 2006 Innovation in Synthetic Structures The Dynamic Portfolio Insurance (DPI) RBS engineered the DPI which is effectively an evolution of CPDO and CPPI technology providing credit managers with more flexibility. It is also a variant of Dynamic Portfolio Insurance (DPI). It is effectively a levered credit product offering managers considerably more flexibility than other levered products, resulting in the generation of positive performance for investors Most Innovative Structured Deal of the Year – Surf (CPDO) The Asset, triple A awards January 2007 • Improved returns through the credit cycle • Principal protection (index linked if required) • Portfolio transparency (composition and pricing) • Diversification of underlying credits and investment strategies • Ability to de-risk and lock in returns • Daily liquidity (1 per cent bid/offer under No. 4 in Credit Derivatives Indices, CMBX No. 4 in Credit Derivatives Indices, ABX United Kingdom No. 5 in Credit Derivatives Indices, CDX EM7 and diversified February 2007 normal market conditions) No. 4 in Credit Derivatives Indices, iTraxx Asia • Sterling or Euro denominated • Access the expertise of one of Europe’s No. 5 in Credit Derivatives Indices, bank proprietary platforms Euromoney, Debt Trading poll, November 2007 Polestar DPI EUR 100,000,000 Managed DPI Notes 7 yrs and 10 yrs most experienced credit managers Arranger RBS6245d 42 Credit and Alternatives Trading (cont’d) Key transactions Polestar DPI for Threadneedle Asset Management GBP100m Dynamic Portfolio Insurance Constant Proportion Debt Obligation EUR50m AAA – Surf Step-Up (Europe) KILTS – CDO of ABS USD150m Synthetic CDO of ABS for Wharton Asset Management PRAR (Europe) EUR15.5bn Securitisation of Balance Sheet Exposures Arranger, January 2007 Gennaker Notes (Europe) 100% Principal Protected EUR10m Long/Short Credit Index CPPI Notes Alesco CLO (Global) Synthetic CLO for Cohen & Co. USD681m Arranger March 2007 Life Settlements Notes (Global) US Life Settlement portfolio USD60m Contingent Coupons Due Aug 2016 Angel CLO (Europe) CLO tranche EUR90m Arranger September 2007 Kleros Preferred Funding CDO of ABS (Global) USD2bn Managed by Strategos Capital LLC, October 2007 AMSTEL SHER (Asia) Securitisation of Balance Sheet Exposures EUR500m Arranger January 2007 CPPI of ABS (Europe) Static ABS portfolio with variable structural leverage EUR50m January 2007 Leopard V – Tightest Print EUR400m European CLO for Prudential M&G Adrastea CDO of Super High Grade ABS (Global). Managed by Harding Advisory LLC USD2bn September 2007 Constant Proportion Debt Obligation Surf Step-Up (Global) EUR50m Due Jul 2017 Euribor + 100bp Constant Proportion Debt Obligation AAA – Surf (Europe) EUR40m Due Oct 2016 Euribor + 200bp Synergie Notes (Asia), managed by AXA IM 100% Principal Protected Long/Short Credit CPPI Notes USD55m Contingent Coupon Due Oct 2014 RBS6245d 43 Fund Linked Derivatives Key highlights • ABN AMRO has successfully leveraged its Fund-linked Derivatives • RBS Fund Derivatives have established centres in the US and platform in recent years to deliver a series of innovative and relevant solutions to the Bank’s client base worldwide Europe, and become a leading-edge provider of Fund of Hedge Fund Manager solutions • The business is led by European hub for structuring and trading • The business has pioneered a range of sophisticated financing investor derivative products linked to Mutual Funds and Alternatives structures (including the first CLO of loans to Hedge Funds, and a flexible variable funding note with FX trading capabilities), and built an important distribution capability for Fund of Fund Managers • ABN Fund Derivatives has a devoted and growing presence in • More recently, the team has established a structured derivative Asia with specialists in structuring products to meet the needs of local investors across the region service for institutional and private investors, providing principal protection and pass-through options on funds. • The firm has an established track record in structuring options on Mutual Funds for third party retail distribution. RBS6245d 44 Fund Linked Derivatives - Deals Fund Derivative products provide structured and dynamic solutions for clients, linked to a broad range of fund types and strategies: •mutual funds •alternative / absolute return •traditional fixed income •high yield Fund of Hedge Fund financing USD750m US Asset Manager Collateralised Hedge Fund Obligation Seeding Hedge Fund Platform USD300m Global Institutional Investor Gap Risk facility Fund of Hedge Funds & Mutual Funds USD850m US Custody Bank •Commodities •real estate •private equity These solutions can help investors meet regulatory, tax and accounting requirements, enhance yields, and protect capital investments. Mutual Fund Basket Linked Capital Protected Schuldschein EUR100m European Bank Fund of Hedge Fund financing USD325m US Bank Principal Protected Note with Embedded Call Option on RBS Fund of Funds USD50m UK Private Bank Capital Protection Note on Fund of Funds Fund of Hedge Funds EUR30m Middle Eastern Bank US Private Equity Capital Protected Notes USD130m Central Bank CEE Asia Real Estate Linked Notes USD250m European Bank Fund Basket Capital Protected Notes EUR660m EU Corporate SRI/ECO Fund of Hedge Fund Capital Protected Notes USD30m Asian Bank Capital Protection Notes on Fund of Funds Fund of Hedge Funds EUR10m French Insurance Company Momentum Capital Protection Basket of RBS Fund of Funds USD30m Asian Pension Fund Fund of Hedge Fund Basket Capital Protected Notes USD120m EU-Auto-Corporate Fund of Hedge Fund Capital Protected Notes USD 250m Asian Insurance RBS6245d 45 Equity Derivatives Structuring/packaging, distribution and trading of derivatives solutions to meet requirements of corporate, institutional, hedge fund and retail clients Delivery of profitable trading strategies across a broad range of products • Volatility products • Exotics products • Retail Certificates • Securities Finance Structuring/packaging, distribution and trading of derivatives solutions to meet requirements of corporates, private equity, holding companies & pension funds and retail clients Delivery of profitable trading strategies across a broad range of products: • Multi-asset structured products • Bespoke structured equity financing transactions (delta one/equity swaps) • Vanilla and light exotics on equity indices and single stock underlyers Multi-asset structured products for distribution through internal and external intermediaries to retail, private banking and ultra-high net worth individuals Bespoke structured equity financing transactions (delta one/equity swaps) via monetisation or acquisition of minority stakes in listed companies and the ability to provide large financing to corporates, private equity, holding companies and pension fund Best in UK for Structured Products Structured Products November 2007 #1 in OTC Stock Basket Options Asia Risk Inter Dealer Survey January 2008 #1 in Ladder/Lookback Asia Risk Inter Dealer Survey January 2008 ‘Best Certificate of the Year’ first prize for the introduction of Water Certificates – Italian Certificate Awards May 2007 ‘Best Issuer of Leverage Products’ first prize for the Mini Future Certificates – Italian Certificate Awards May 2007 ‘Best Structured Product 2006’ and ‘Prize Awarded by the Public’ for the Digital Spread Note – Gouden Tak award April 2007 (Netherlands) ‘Best Financial Innovation’ for Turbo product and ‘Financial Product of the Year’ – Golden Bull Awards September 2007 (Netherlands) #4 European Repo Business ICMA European Repo Market Survey 2007 (market value) ‘Most Innovative Banking Product’ – Bucharest Business Week, Financial Awards for Excellence December 2007 PIP initiative – launch of online trading platform "marketindex” in the UK, after successful launch in Ger, Aust & Switz ‘Best Leverage Products’ first prize for the introduction of mini future certificates – Swiss Derivatives Awards April 2007 ‘Best Participation Products’ second prize for the implementation of the CYD Research indices – Swiss Derivatives Awards April 2007 46 RBS6245d Best in Nordic for Structured Products Structured Products November 2007 ‘Best in Benelux for Structured Products’ – Structured Products magazine November 2007 Exotics & Hybrid Structuring & Trading The combination of RBS and ABN AMRO capabilities creates a top tier provider of derivatives across rates, currency and commodity Key highlights • Global Integrated Trading & Structuring business in complex products across Interest Rates, FX and Commodities • Onshore capabilities in 10 countries in both Interest Rates and FX products with G11 and local currency offerings • Full complex product suite in Interest Rates, FX Options and Commodities with over 100 new products developed since 2006 • Over 6,000 Complex Derivative transactions done by MET in 30 currencies with clients in 60 countries around the globe in the past two year • Pioneering transactions with innovative new products e.g. • RBS’s flow delta trading businesses, incorporating short term markets is a leading provider of interest rates services covering all currencies and maturities. In exotic interest rate products RBS is ranked 2nd • Pioneer and leader in inflation derivatives (structuring and trading) – RBS was the first bank to launch inflation swaps and options on Bloomberg • Recognised leader in currency derivatives providing highly innovative solutions to its global client base • The JV with Sempra Commodities will create a leading commodities business for both physical and derivative transactions. Currently Sempra is the No 1 metals dealer and No 4 Gas marketer – Knock In Spread Swap (KISS) – Average Vols Swap – Callable Ratio European Forward KO RBS6245d 47 Exotics & Hybrid Structuring & Trading (cont’d) Credentials Landmark Transactions Restructure of USD16.2bn Spread Option into long dated FX-linked structure with Indonesian public sector client Innovative and complex real rate swaption GBP270m real rate swaption for BNFL First FX linked structured product for Malaysian retail market for AM Investment Management Launch date: June 2007 One of the largest inflation hybrids ever traded EUR150m Lunar Funding V PLC Asset Backed Notes MYR155m Structured funding swap with large Malaysian engineering corporation The largest inflation ranger every traded EUR125m Range Accrual on Euro HICP – CMS payoff Large Gas swap (355mm cubic meters) with Dutch Energy Company (Hybrid Oil / FX) + special feature Groundbreaking onshore USD220m transaction in Brazil, combining complex derivative technology and local currency capabilities A rare two dimensional hedge of Chilean Inflation and FX risk USD250m for Chicago Bridge & Ioan Restructuring of EUR243.4m Rates Exotics Structure with Portuguese public sector client Currency Derivatives House of the Year Risk Awards 2007 Inflation Derivatives House of the Year Risk Awards 2008 Ranked 4th on all Structured MTNs in 2007 Global MTN Awards 2007 Inflation swaps EUR: #1 Inflation swaps GBP: #1 Inflation caps/Floors GBP: #1 Inflation caps/Floors EUR: #2 Inflation caps/Floors USD: #5 Inter-Dealer Rankings 2007 Top 2 (for 3 years) as hedge provider for largest French public sector bank Ranked 3rd on Interest Rate linked eMTN Sales Market Share in 2007 January 2008 Best Structured product in the Netherlands 2007 Macro Exotica Trading & PIP IEX Goudan Tak 2007 Digital Spread Note #4 Inflation Linked EMTN Sales Global MTN Awards 2007 ‘International Vanilla MTN Dealer of the Year’ Global MTN Awards 2007 Special Mention Inflation House Global MTN Awards 2007 RBS6245d 48 Exotic Commodity Derivatives Early 2001 demand from the Dutch Utilities challenged ABN AMRO to create a Financial Market to hedge the price risk on gas and power In the course of time ABN AMRO extended their service to hedge the price risk also for metals and EU Emissions Key highlights • ABN AMRO was one of the first banks to become active in commodity price risk solutions. Our focus is purely on our clientbase by originating transactions on hedging the price risk on energy, precious and base metals ands EU Emissions. Our branch network is supported by the product specialists in Amsterdam and the trading team in London • Our commodity product specialists have many years of combined experience in transacting energy and base metals derivatives and emissions trading, as early as 2002 • We have executed transactions in Gas and Power derivatives for tenors and volumes far beyond market standards Today ABN AMRO is known as a client focused supplier of price risk solutions on all kind of commodities >1,020 MT LME Cash Nickel Swap >438,240 MWh APX Baseload Power Swap >20,000 MT Bitumen Swap Restructuring of the price reference Hedging price risk on Nickel Hedging price risk on Dutch Power Road building construction Trade execution November 2003 Trade execution November 2005 Trade execution April 2006 Trade execution April 2008 49 RBS6245d >250,000,000 cubic metres Dutch Natural Gas Swap Capabilities By product area – Mergers & Acquisitions Mergers & Acquisitions – overview League Tables, Global ABN AMRO #13 Americas Europe United States Latin America 16th 5th Asia Pacific Europe Benelux 13th 3rd Asia Pacific (ex-Japan)1 10th Source: Thomson Financial, FY 2007Note: (1) Dealogic, announced deals, Review Full Year 2007 M&A House of the Year Asiamoney January 2008 Energy Advisor of the Year Acquisitions Monthly January 2008 No. 2 Asia Pacific Acquisition Financing House of the Year Euroweek February 2008 Best Arranger of Acquisition Financing Loans Euroweek Loan Awards 2006 January 2007 Excellence in Netherlands M&A - Involved in seven of the top ten M&A deals in the Netherlands Dealogic, Recognition of Excellence February 2008 Sweden Deal of the Year – Opica’s Acquisition of Capio The Banker 2007 Deal of the Year, Philippines – Maynilad Water Re-privatisation The Banker May 2008 European M&A Deal of the Year – ABN AMRO Best Leveraged Buyout Acquisition of UTAC by Global A&T Electronics The Asset December 2007 Deal of the Year, UK – Tata Steel’s Acquisition of Corus The Banker May 2008 Financial News Awards for Excellence in Investment Banking November 2007 Deal of the Year, Australia – Carlyle Group and National Hire’s acquisition of Coates Hire The Banker May 2008 Deal of the Year – Acquisition of Scottish Power plc by Iberdrola Energy Risk January 2008 Deal of the Year, New Zealand – The acquisition of Yellow Pages The Banker May 2008 Deal of the Year – Maynilad Water Re-privatisation CFO Asia December 2007 Tata Steel’s Acquisition of Corus Finance Asia December 2007 Emerging Markets Deal of the Year – Acquisition of Wataniya by Qatar Telecom Telecom Finance January 2008 Deal of the Year, Malaysia – Binariang GSM’s acquisition of Maxis Communication The Banker May 2008 • Best Deal of the Year • Best Domestic M&A Acquisition of Maxis Communications by Binariang GSM The Asset December 2007 Deal of the Year, Kuwait Acquisition of Wataniya by Qatar Telecom The Banker May 2008 RBS6245d 51 • Deal of the Year • Best M&A Deal • Best Cross-border M&A Deal Best M&A Deal of the Year – Tata Steel’s Acquisition of Corus Asiamoney January 2008 Mergers and Acquisitions (M&A) We are committed to providing our clients with in-depth knowledge of selected industry sectors on a global basis supported by a thorough understanding of the local conditions and first class transaction execution capability Key Highlights • ABN AMRO employs more than 370 M&A professionals in 28 countries working together closely under the auspices of a single global corporate finance management team • Our local offices are supported by experienced advisory Essent Kabelcom B.V. Akzo Nobel EUR 2,600,000,000 EUR 11,000,000,000. EUR 1.250,000,000 Sale of Organon Biosciences by Akzo Nobel to Schering-Plough Sale of Getronics N.V. to Royal KPN N.V. Financial Adviser Netherlands, November 2007 Sole financial Adviser, Netherlands, September 2007 Acquisition of Essent Kabelcom B.V. Joint financial adviser, joint mandated lead arranger and joint bookrunner on the acquisition debt financing Netherlands, January 2007 professionals working out of our key centres – London/Amsterdam – Hong Kong Iberdrola S.A. – Sydney EUR 17,062,000,000 Acquisition of Scottish Power – Sao Paulo Sole financial adviser and broker,mandated lead arranger and joint bookrunner Spain/United Kingdom, April 2007 • Through our network and contacts with the wider group, Tata Steel Limited GBP 6,658,000,000 Acquisition of Corus Group plc Joint Financial Advisor UK/India, April 2007 we are well positioned to execute domestic and crossborder transactions • In 2007, we completed 168 transactions with an aggregate deal value of USD284billion and rank No. 13 worldwide (Dealogic). Maxis Communications USD 1,400,000,000 USD 11,700,000,000 Acquisition of United Test and Assembly Center Ltd by Global A&T Electronics (jointly owned by TPG and Affinity) by way of scheme arrangement Offer by Binariang GSM to acquire 100% of the issued share capital of Maxis Communications in Malaysia Restructuring of the Coca-Cola bottling in the Philippines by gaining management control Financial Adviser Singapore, October 2007 Financial Adviser Malaysia, July 2007 Sole Financial Adviser Philippines, February 2007 The Coca-Cola Company USD 590,000,000 RBS6245d 52 M&A – established international sector coverage Sector coverage teams provide clients with indepth knowledge of selected industry sectors on a global basis drawing on the local knowledge and market expertise needed to execute both domestic and cross-border transactions FIPS Pearl Group Limited GBP 4,980,000,000 Advised Pearl Group of Resolution plc Joint Financial Adviser UK, November 2007 Telecom, Media & Technology USD 3,800,000,000 AmcorpGroup Berhad AMMB Holdings Berhad Royal & Sun Alliance Plc EUR 2,100,000,000 USD 695million Strategic sale of shares in AMMB to ANZ Group DKK 6.4billion (GBP584m) Acquisition of 24.7% minority in Codan Forsikring A/S Acquisition of Casema Holding B.V. and merger with Multikabel B.V. Acquisition of 51% stake in Wataniya by Qatar Telecom Sale of Getronics N.V. to Royal KPN N.V. May 2007 Financial Adviser UK/Denmark , May 2007 Financial Adviser to Cinven Netherlands, Sept 2006 Sole Financial Adviser, Qatar, March 2007 Sole financial Adviser, Netherlands, September 2007 Energy & Resources EUR 11,000,000,000. Sale of Organon Biosciences by Akzo Nobel to Schering-Plough Financial Adviser Netherlands, November 2007 EUR 1.250,000,000 Global Industries Carrefour Group EUR 17,062,553,639 Public Offer for Scottish Power by Iberdrola Sole Financial Adviser Spain/UK, April 2007 GBP 6,200,000,000 Undisclosed Undisclosed Recommended cash offer for Corus Group plc Acquisition of Apollinaris Mandatory tender offer for up to 100% of the shares in Deutz AG Financial Adviser UK/India, April 2007 Sole financial adviser to The Coca-Cola Company UK/Germany, May 2006 Sole Financial Advisor to SDF Italy/Germany, July 2007 € 825 million Acquisition of Atacadão Financial & Strategic Adviser Brazil / France Announced, April 2007 RBS6245d 53 Capabilities by product area Transaction Banking Transaction Banking – overview • Leading provider of global transaction banking solutions, delivering cash, trade, supply chain and card products Leading Transaction Banking Business • Top 5 globally in international payment flows (Euromoney, 2007) • Top 3 – Trade and services to corporates and FIs • Processes more than 2 billion transactions annually in more than 50 currencies • Products such as multi-bank cash concentration and our liquidity advisory desks were firsts for the industry, raising the bar for our competitors • Fifth broadest geographic footprint, with presence in over 50 countries • Our local banking presence combined with our broad product capabilities and award-winning delivery channels have resulted in strong client relationships Business (excl air & shipping) Dealogic FY 2007) • No. 5 Best Cash Management Bank in Asia voted by corporates (AsiaMoney 2007) • No. 6 Usage in Cash Management in Asia (Greenwich2007) • TRI*M client Convert cash faster Receivables management • Improve control of information and processes • Reduce days sales outstanding (i.e. speeding up cash conversion) • Free up working capital Improve payments efficiency Payables solutions • Improve process efficiency • Optimise days payables outstanding • Improve and strengthen partner/supplier relationships • Gain insights through leading information tools Streamline the supply chain Trade and supply chain management • Speed up delivery of goods at lower cost • Market-leading solutions including awardwinning MaxTrad trade portal • State-of-the-art technology plus long track record • Global reach and consistency 55 RBS6245d satisfaction scores increasing year-onyear with most regional scores above competitor average Transaction Banking helps clients optimise working capital enabling them to generate more profit with less capital while reducing risk Unlock and leverage trapped cash Liquidity management • Optimise use of capital • Maximise returns by investing excess cash • Generate cash/funding through internal sources • Strengthen balance sheet and mitigate risk Transaction Banking – awards Transaction Banking – An award winning business Best Bank for Supply Chain Finance – Europe Treasury Management International January 2008 Best Trade Finance Bank Europe Global Finance 2001-07 Best CLS – Linked Bank Offering Western Europe Global Finance January 2003 - 08 Second Best CLS Third Party Offering Globally FX Week Poll November 2007 Best Bank for Liquidity Management – Eastern Europe Global Finance January 2007 & 2008 Best Bank for Risk Management Western Europe Global Finance January 2006, 2007 Best Online Trade Finance Provider Trade Finance Awards for Excellence 2003-06 Best Bank for Liquidity Management – Western Europe Global Finance January 2006 - 08 Best Bank for Supply Chain Finance – South America Treasury Management International January 2008 Trade Finance Deal of the Year - Magnitogorsk Iron and Steel Works (Russia) Trade Finance February 2008 Trade Finance Deal of the Year - OGK-4 (Russia) Trade Finance February 2008 Best Corporate Banking Initiative – Supply Chain Portal Indian Banks’ Association, Banking Technology Awards 2007 Best Corporate Banking Initiative – Business Banking Portal Indian Banks’ Association, Banking Technology Awards 2007 Trade Finance Deal of the Year - Reliance Communications (India) TFR February 2008 RBS6245d 56 Transaction Banking – products Our clients can expect tailored solutions from a product range that spans their working capital cycles We take a fully comprehensive approach to our clients’ needs, creating complete solutions that integrate elements of our awardwinning product set. The breadth of our expertise and solutions gives us the flexibility to meet varied client demands Payments Collections Liquidity management Trade and supply chain • Electronic funds • Incoming electronic • Multi-bank cash • Supply chain finance • Traditional trade • • • • • transfers (domestic and cross-border) Domestic ACHs SEPA Credit Transfers Card issuance service (business credit/debit cards, corporate payroll cards, lodge cards) Cheque issuance service (bank cheque, corporate cheque) Tailor-made, timely reporting • • • • • • funds transfer Cash/cheque collection services International direct debits Integrated receivables management Reconciliation services (SmartCollect™, invoice matching) Global merchant services Settlement bank services • • • • • • • • • concentration Automated global balance transfer Zero balancing (domestic, regional and global) Notional pooling (single and multi currency) Interest optimisation (domestic and cross border) Shadow reporting of inter-company loan balances Short-term investment and funding Global netting Automated multicurrency conversion Liquidity advisory services products • Trade financing • Purchase order management • Letters of credit document preparation RBS6245d 57 Capabilities by product area Commodities Commodities – Formed on 1st April 2008, RBS Sempra Commodities creates significant additional value by leveraging Sempra Energy and RBS' commodities capabilities across our extensive global footprint and deep corporate and institutional relationships. With RBS Sempra Commodities we are able to: RBS Sempra Commodities deals in: •Meet the financial and physical commodity requirements of our customer base globally across a broad range of industry sectors, including oil & gas, metals & mining, industrials & transportation, power and utilities. •Power - industry leading power marketer with a primary focus on the North American and the European wholesale markets. •Provide short-, medium- and long-term hedging and risk solutions to RBS's existing project finance and structured finance customers around the world. •Offer a complete derivatives risk management and trading platform for RBS customers. •Develop bespoke commodities products for investors in combination with our existing Structured Investor Products platform. •Enable customers to trade in carbon and green credits products. •Natural gas - international natural gas marketer with a primary focus on the North American (ranked #4 in 2007 by Platt’s) and European wholesale markets as well as the international Liquefied Natural Gas (‘LNG’). •Coal - major participant in the international physical and financial wholesale coal and dry freight markets. •Crude oil and oil products - worldwide trader of oil and oil products, specializing in physical delivery of crude oil and crude related product, storage and transportation, as well as on-shore and off-shore blending capabilities. •Metals - leading metals trading group, specialising in base metals, precious metals, steel and plastics. •Green credits - active participant in the international green credits markets via EUETS, the Kyoto Based Instruments Market, as well as all US based allowances markets including SO2, NOX, RGGI, RECs and VERs. •Agricultural products - Growing business in ethanol and bio-fuels primarily focused on North America and warehousing storage facilities for coffee and cocoa. RBS6245d 59 Commodities accolades The combined entities provide our clients with a global commodities platform 1st Overall Metal Broker Sempra Energy & Commodity Rankings 2008 February 2008 #5 European Electricity, Eastern Europe - Sempra March 2008 #4 in UK NBP curve – Sempra Energy Risk March 2008 #5 European Electricity, Spain – Sempra Energy Risk March 2008 #4 European Electricity, Germany – Sempra Energy Risk March 2008 #4 in Western US Natural Gas short term - Sempra Energy Risk March 2008 #4 in Eastern US Natural Gas short term - Sempra Energy Risk March 2008 #4 in Western US Natural Gas long term - Sempra Energy Risk March 2008 #2 Research in Weather Sempra Energy Risk March 2008 RBS6245d 60 Carbon Trading The effort to combat climate change has given birth to a new and fast-growing commodity market. The Kyoto Protocol and related initiatives have created a novel asset: greenhouse gas emission reductions; commonly referred to as ‘carbon credits’. Key highlights The assets are created under governmentestablished emissions trading systems – such as the EU Emissions Trading Scheme (ETS) and those planned in the US and Australia • Our product specialists have many years of combined • ABN AMRO was one of the first banks to become active in the carbon markets. We focus on trading EU Allowances under the EU Emissions Trading Scheme and originating CER/ERU (Certified Emissions Reduction/Emission Reduction Unit) transactions via our branch network, supported by regional product specialists in Amsterdam, Sydney, Sao Paulo, and a trading team in London experience in emissions trading, including working for the Dutch Government’s CER buying program as early as 2001 • We have executed transactions in Issued CERs, First bank-mediated sale of CERs to private company – June 2005 Trading of EUAs for compliance June 2006 – April 2008 Sourcing CERs for carbon neutrality - June 2007 >150 million tonnes CO2e Trading EUAs and CERs June 2006 – April 2008 Forward CERs out to 2012 and Safekeeping services for CERs (Seller holds CERs in our a/c Annex I National Registry) RBS6245d 61 Appendix Eco-markets Market leader in renewables – in 2007 RBS was 3rd in Infrastructure Journal’s Mandated Lead Arranger league table for wind and renewables financing With more than 12 businesses ABN AMRO has the broadest range of expertise and experience in the market: • Equities (IPOs, Hoare Govett has a strong energy sector client base and a growing number of clients in the Eco-sector) Wind • Structured Finance (windfarm financing) • Corporate finance (Acquisitions – Recent mandates include Suzlon • Leading Market leader in wind farm financing • Over 8.7 GW financed globally since 1998 (2 GW in 2006 & 2005, and 3 • • • Energy’s EUR3.5bn takeover of REpower) GW in 2007) Leading the market on new financing structures in new regimes In-depth knowledge across a range of regulatory regimes including financings of multi-jurisdictional portfolios of wind farms Significant capability in Capital Markets, mezzanine debt and equity • Trading (Voluntary offsets(Carbon Trading), Metals (platinum & palladium), Agriculture (bio-fuel feedstocks), Derivatives / Hedging) Investment products • • • • • • • Solar • Solar photovoltaic financing is new to the European market – only surfaced in H2 2007 and has been confined to Iberia up until now • RBS is the leading international bank to take on financing in this area Fund-Linked Derivatives Natural catastrophe securities CARE Notes GRAIN Biofuel feedstock trading strategy Global SRI equity product Brazilian 'Ethical' equity fund, 'Green Fund' Indian SRI fund, Renewable Energy Private Equity Fund (Q1 2008) Private Investor Products based on 63 Climate Change & Environment Index Water Index Biofuels – Commodity and Equity Indices Renewable Energy Waste Management Index, Natural Gas Index Eco Total Returns Index RBS6245d • • • • • • Sustainability – accolades The Top Global Banks for Environmental, Social and Strategic Governance (ESG) Rank Bank Rating 1 Société Générale AAA 2 Credit Agricole SA AAA 3 RBS Global Banking & Markets AAA 4 ABN AMRO Holding NV AAA 5 BBV Argentaria SA AA 6 Banco Santander Central Hispano SA AA 7 Standard Chartered Plc AA 8 Bank of Nova Scotia A 9 KBC Groupe SA A 10 BNP Paribas A 11 UBS AG A 12 HSBC Holdings Plc A 13 Mizuho Financial Group A 14 Citigroup Inc A 15 Credit Suisse Group A 16 Sumitomo Mitsui Financial Group BBB 17 JP Morgan Chase & Company BBB 18 Fortis NV BBB 19 Mitsubishi UFS Financial Group BBB 20 Barclays Plc BBB 21 Deutsche Bank AG BB 22 Bank of America Corporation BB Sustainable Bank of the Year Financial Times Sustainable Banking Awards June 2007 Award for Corporate Social Responsibility Best of European Business March 2007 Gold Medal for International Corporate Achievement in Sustainable Development World Environment Center January 2006 Renewables Arranger of the Year Infrastructure Journal March 2007 World’s third Greenest Company The Independent July 2007 Best European bank for Corporate responsibility Dow Jones Sustainability Index (DJSI) September 2006 Global Emerging Markets Sustainable Bank of the Year (ABN AMRO India) Financial Times Sustainable Banking Awards June 2007 Global Renewables Portfolio Refinancing Deal of the Year Babcock & Brown Global Wind Partners Project Finance magazine January 2008 RBS6245d Source: Innovest, February 2008 64 Emerging Debt and Forex Markets ABN AMRO is a leading bank in the emerging markets with local presence in 28 countries, covering 73 non-G11 currencies Best Debt House - Latin America Euromoney July 2007 Latin America Loan House IFR December 2006 Best Debt House - Venezuela Euromoney July 2007 No. 4 Best Bank for Emerging Latin American Currencies FX Week, Best Bank Awards, Corporate Vote November 2007 integrated through active networked hubs in London, New York, and Singapore • Offering 24-hour trading coverage and a globally integrated product suite with a complete range of non-G11 linear products, including FX, FX options, Fixed Income Trading, Rates, Credit and Structured Credit solutions • Through our extensive network coverage we provide onshore and offshore risk solutions in Local Markets across associated asset classes, by tailoring local solutions that meet our clients’ needs – including liquidity management, regulatory support, currency protection for global corporations; investment strategies for local companies with interests in G11 markets; or FX investments for hedge funds in search of higher yields International Emerging Markets Bonds EEMEA Bond House IFR December 2007 All International Emerging Market Bonds All International Emerging Market Bonds – Latin America All International Emerging Market Bonds – EEMEA Best Arranger - Eastern European Loans EuroWeek January 2007 Russia and CIS Loan House IFR December 2007 Best Arranger of Russian Loans EuroWeek January 2007 Excellence in Eastern Europe Fixed Income, Top Bank in: - Emerging Market Fixed Income - Emerging Market Energy and Natural Resources Fixed Income - Led Russia Fixed Income Dealogic, Recognition of Excellence February 2008 2nd 1st 3rd Source: Thomson Finance Full Year 2007 Best Debt House - Turkey Euromoney July 2007 Best at Project Finance Middle East Euromoney July 2007 Best Debt House - Middle East Euromoney Awards for Excellence July 2006 No. 5 Best Bank for Emerging EMEA Currencies FX Week, Best Bank Awards, Total Votes November 2007 65 Excellence in India Fixed Income Top Bank in: - India Syndicated Loans - India Energy and Natural Resources Fixed Income Dealogic, Recognition of Excellence February 2008 No. 2 Most Impressive Bank in Other Currencies (than USD, EUR, GBP) EuroWeek January 2007 Best Debt House - Central Asia Euromoney July 2007 Best Debt House - Kazakhstan Euromoney July 2007 India Loan House IFR Asia Awards December 2006, 2007 Best Debt House – Pakistan The Asset December 2007 No. 1 Best FX (Vanilla) Provider for Asian Currencies Asiamoney, FX Poll, Corporate Votes September 2007 RBS6245d Excellence in Brazil Fixed Income Top Bank in: - Brazil Fixed Income - Brazil Fixed Income in Industrials and Consumer & Retail Dealogic, Recognition of Excellence February 2008 • ABN AMRO's strong presence in 28 non-G11 countries stretches from Argentina to Vietnam, and remains Shipping Finance – overview Key highlights • Experienced global marine M&A practitioner (Sell side advisor to Fraser Surrey Docks, Adsteam), adviser to Financial Sponsors and provider of leveraged finance in this sector excess of USD23billion – no.1 in Greece • Active in marine Equity Capital Markets • Broker to port companies and leading provider of research in • Principal asset classes: Bulk Carriers, Crude Oil & Product Tankers, Container Ships, Chemical Tankers, LPG & LNG, Reefers and Car Carriers this sector • ABN AMRO provides a full range of funding alternatives to the • 70% of exposure secured against vessels under five years of Shipping & Ports sector age • Wide range of innovative tax and residual value debt structures • Tailor made risk management and investment products Shipping Debt Deal of the Year – CSC Nanjing Tanker Jane’s Transport Finance 2007 Gala Awards December 2007 Global shipping loan portfolio league table 45,000 30,000 Bank of Ireland Alpha Bank JP Morgan Natixis Dresdner Bank BNP Paribas Danske Bank Deutsche Bank ABN Amro Fortis Bremer Landesbank HVB DVB Commerzbank Mizuho Lloyds TSB Nordea KfW IPEXBank Deutsche Schiffsbank RBS Bank of Scotland Source: Marine Money International, May 2007 66 RBS6245d Most Innovative Ship Finance Deal of the year – OSG Nakilat Shipping Economist 2005 HSH Nordbank 0 Calyon 15,000 DnB NOR Ship Finance Bank of the Year 2005 Lloyds List Greek Awards • Specialist syndication team within our loan markets platform Amount (USDm) Asia Shipping Debt Deal of the Year – Shanghai Time Shipping Jane’s Transport Finance January 2006 exclusive to the Bank’s global shipping client base SMBC Shipping House of the Year Jane’s Transport Finance 2007 Gala Awards December 2007 • Banker to over 150 of the world’s top shipping companies • Leading lender to the shipping industry with a loan portfolio in Danish Ship Finance RBS + ABN AMRO = a leading force in shipping and port financing, able to offer a full suite of products to our global clients in this sector Structured Asset Finance & Aviation Capital RBS has a large, sustainable and diversified book of assets under management, transacting assets since 1975 across all sectors, assets and products Key Facts • GBP12.5billion commitments • 1,800 facilities • Over 300 relationships • Lifetime revenues of approx. GBP600million over 15+ years • Residual value book of c.GBP450million • Strong credit counterparties and low default rates Structured Asset Finance Aviation Capital Media Financing • Executed in excess of 75 transactions completed in 2007 involving 251 aircraft 8th in Leveraged Media Loans (by volume) Loan Markets Association 2007 • Combined commercial aircraft secured debt and operating lease book of USD12billion • Own, managed or have committed to finance over 265 Executed in excess of 50 tax and debt transactions in the film and television sector raising in excess of USD10billion to date • Consistently the largest arranger and participant in UK film tax transactions by volume in the corporate market Corporate Jet Financing • Corporate and VIP Jet book > USD2.25billion • Structured Asset Finance Aerospace & Defence has aircraft on operating lease, and debt finance over 300 aircraft Aircraft Finance Innovator of the Year Jane’s Transport Finance December 2007 #5 Commercial Aircraft Lessor By Scale Air Finance Journal Survey 2007 ABS Deal of the Year – Airspeed ISR Awards December 2007 committed financing for over 35, (mainly new, large cabin) Corporate Jets with an aggregate value of circa USD1.10billion outside North America • 75 years of experience in the aviation industry • Market share of new jet ‘Large Cabin’ space estimated at 12% RBS6245d 67 Disclaimers ABN AMRO Global Disclaimer This marketing communication has been prepared by ABN AMRO Bank N.V. or an affiliated company (‘ABN AMRO’) and for the purposes of Directive 2004/39/EC has not been prepared in accordance with the legal and regulatory requirements designed to promote the independence of research. As such regulatory restrictions on ABN AMRO dealing in any financial instruments mentioned in this marketing communication at any time before it is distributed to you do not apply. This marketing communication is for your private information only and does not constitute an analysis of all potentially material issues nor does it constitute an offer to buy or sell any investment. Prior to entering into any transaction with ABN AMRO, you should consider the relevance of the information contained herein to your decision given your own investment objectives, experience, financial and operational resources and any other relevant circumstances. Views expressed herein are not intended to be and should not be viewed as advice or as a recommendation. You should take independent advice on issues that are of concern to you. Neither ABN AMRO nor other persons shall be liable for any direct, indirect, special, incidental, consequential, punitive or exemplary damages, including lost profits arising in any way from the information contained in this communication. Any views or opinions expressed herein might conflict with investment research produced by ABN AMRO. ABN AMRO and its affiliated companies may from time to time have long or short positions in, buy or sell (on a principal basis or otherwise), make markets in the securities or derivatives of, and provide or have provided, investment banking, commercial banking or other services to any company or issuer named herein. Any price(s) or value(s) are provided as of the date or time indicated and no representation is made that any trade can be executed at these prices or values. In addition, ABN AMRO has no obligation to update any information contained herein. This marketing communication is not intended for distribution to retail clients in the UK under any circumstances. For U.S. Clients: This document is intended for distribution only to major institutional investors as defined in Rule 15a-6(a)(2) under the U.S. Securities Act 1934. Any U.S. recipient of this document wanting further information or to effect any transaction related to this trade idea must contact a registered representative of ABN AMRO Incorporated, Park Avenue Plaza, 55 East 52nd Street, New York, N.Y. 10055, US, tel: +1 212 409 1000 Copyright 2007 ABN AMRO. All rights reserved. This communication is for the use of intended recipients only and the contents may not be reproduced, redistributed, or copied in whole or in part for any purpose without ABN AMRO's prior express consent. 69 RBS6245d ABN AMRO is authorised by De Nederlandsche Bank and regulated by the Financial Services Authority; regulated by the AFM for the conduct of business in the Netherlands and the Financial Services Authority for the conduct of UK business. Global disclaimer for trading areas The contents of this document are indicative and are subject to change without notice. This document is intended for your sole use on the basis that before entering into this, and/or any related transaction, you will ensure that you fully understand the potential risks and return of this, and/or any related transaction and determine it is appropriate for you given your objectives, experience, financial and operational resources, and other relevant circumstances. You should consult with such advisors as you deem necessary to assist you in making these determinations. The Royal Bank of Scotland plc (“RBS”) will not act as your advisor or owe any fiduciary duties to you in connection with this, and/or any related transaction and no reliance may be placed on RBS for investment advice or recommendations of any sort. RBS makes no representations or warranties with respect to the information and disclaims all liability for any use you or your advisors make of the contents of this document. However this shall not restrict, exclude, or limit any duty or liability to any person under any applicable laws or regulations of any jurisdiction which may not lawfully be disclaimed. RBS and its affiliates, connected companies, employees or clients may have an interest in financial instruments of the type described in this document and/or related financial instruments. Such interest may include dealing, trading, holding, acting as market-makers in such instruments and may include providing banking, credit and other financial services to any company or issuer of securities or financial instruments referred to herein. RBS is authorised and regulated in the UK by the Financial Services Authority, in Hong Kong by the Hong Kong Monetary Authority, in Singapore by the Monetary Authority of Singapore, in Japan by the Financial Services Agency of Japan, in Australia RBS (Australia) Pty Ltd ABN 36 088 574 270 is authorised and regulated by the Australian Securities and Investments Commission and acts as agent for RBS ABN 30 101 464 528 and in the US, by the New York State Banking Department and the Federal Reserve Board. The financial instruments described in this document are made in compliance with an applicable exemption from the registration requirements of the US Securities Act of 1933. The Royal Bank of Scotland plc. Registered in Scotland No. 90312. Registered Office: 36 St Andrew Square, Edinburgh EH2 2YB. The daisy device logo, RBS, The Royal Bank of Scotland and Make it happen are trade marks of The Royal Bank of Scotland Group plc. 70 RBS6245d N.B. Trading Areas are: Government Trading; Credit Trading; Proprietary Trading & Hedging; Capital Markets Sales; Currency Options/Equity Index; Derivatives and Futures; Interest Rate Derivatives; Sales and Marketing; Futures Broking; Margin Trading; Shipping; Strategy and Agency Treasury Services (for the purposes of these disclaimers only) Global disclaimer for presentations by advisory areas to issuers The information in this document is intended to provide you with a summary of potential transaction structures and terms and conditions that may or may not lead to transactions being entered into between us. It is not intended that either of us would be bound by any of these proposed terms and conditions until both of us agree to, and sign, formal written contracts. Nothing in this document should be construed as legal, tax or investment advice or as a recommendation or an offer to purchase or underwrite any securities from you, or to sell securities to you or to extend any credit to you or to do any of those things on your behalf. The information in this document is confidential and proprietary to us. It has been produced solely for your use and that of your professional advisers and should not be reproduced or disclosed to any other person without our consent. This document remains our property and must be returned to us on request and any copies you have made must be destroyed. Neither of us should rely on any representation or undertaking inconsistent with the above paragraphs. Any views or opinions (including statements or forecasts) constitute our judgement as of the date indicated and are subject to change without notice. We do not undertake to update this document. [This document is issued by The Royal Bank of Scotland plc ("RBS") which is authorised and regulated by the Financial Services Authority.]* For Private Placements, replace the sentence above with the paragraph below [This document is issued by The Royal Bank of Scotland plc ("RBS") which is authorised and regulated by the Financial Services Authority in accordance with the regulatory regime applying to United Kingdom ("UK") investment business. In the United States, this document is issued by RBS Securities Corporation (“RBSSC”), a member of the NASD and an indirect wholly-owned subsidiary of RBS]* * Delete as applicable The Royal Bank of Scotland plc. Registered in Scotland No. 90312. Registered Office: 36 St Andrew Square, Edinburgh EH2 2YB. The daisy device logo, RBS, The Royal Bank of Scotland and Make it happen are trade marks of The Royal Bank of Scotland Group plc. 71 RBS6245d N.B. Advisory Areas are: Structured Capital Markets (including Transaction Execution, Securitisation, Debt Structuring, CDO’s and Risk Finance); Origination (including: UK Origination, Europe Origination, Frequent & Public Sector Borrowers, Financial Institutions Group Originations, High Yield Origination, Private Placements, Syndications); Group Treasury and FM Investment Management (Agency Treasury Services is a Trading Area for the purposes of these disclaimers) Global disclaimer for presentations by advisory areas to investors This document has been prepared for information purposes only. The investments and investment services referred to are not available to retail customers within the meaning of the rules of the Financial Services Authority, nor for persons who are subject to US securities laws and should not be distributed in the US or to any US person nor in any jurisdiction in which its distribution would be prohibited. It should not be construed as an offer or solicitation to buy or sell any securities or any interest in securities. The information in this document is confidential and is intended for use only by the recipient. It should not be reproduced or disclosed to any other person without our consent. This document remains our property and must be returned to us on request and any copies you have made must be destroyed. [Include where relevant: The information contained herein has been prepared by us on the basis of information provided by the [Transferor/Issuer] or one of more of its affiliates to assist interested parties in making a preliminary analysis of [Describe Transaction] and does not purport to be all-inclusive or to contain all of the information that a prospective investor may require to make a full analysis of the transaction. The terms of this [Preliminary Term Sheet/Presentation] are qualified in their entirety by the Offering Circular, which will be made available by us in respect of the transaction described herein, which will supersede the terms hereof.]* This document is distributed on the express understanding that, whilst the information in it is believed to be reliable, it has not been independently verified by us. We make no representation or warranty (express or implied) of any nature, nor do we accept any responsibility or liability of any kind, with respect to the accuracy or completeness of the information in this document. This shall not, however, restrict, exclude, or limit any duty or liability to a person under any applicable laws or regulations of any jurisdiction, which may not lawfully be disclaimed. Each recipient of this document should make its own independent evaluation of the transaction and of the relevance and adequacy of the information in this document and should make such other investigations as it deems necessary to determine whether to participate in the transaction. The Royal Bank of Scotland plc ("RBS"), and its affiliates, connected companies, employees or clients may have an interest in the securities (or related securities or other financial instruments or their related derivatives) ("Securities") mentioned in this document. This may involve activities such as dealing in, holding, acting as market-makers, or performing financial or advisory services, in relation to any of the Securities referred to in this document. It may also have acted as a manager or co-manager of a public offering of such Securities, and may also have an investment banking relationship with any companies mentioned in this document. Neither of us should rely on any representation or undertaking inconsistent with the above paragraphs. This document is issued by RBS, which is authorised and regulated by the Financial Services Authority. Any views or opinions (including statements or forecasts) constitute our judgement as of the date indicated and are subject to change without notice. [Additional paragraph for Asset-Backed issues: Average lives of, or the potential yields on, any security cannot be predicted as the actual rate of repayment on the underlying assets, as well as a number of other relevant factors, cannot be determined. No assurance can be given that the assumptions on which the possible average lives of, or yields on, the securities are made will provide to be realistic. Information about possible average lives of, or yields on, the securities in this document must, therefore, be viewed with caution.]* * Delete as applicable The Royal Bank of Scotland plc. Registered in Scotland No. 90312. Registered Office: 36 St Andrew Square, Edinburgh EH2 2YB. The daisy device logo, RBS, The Royal Bank of Scotland and Make it happen are trade marks of The Royal Bank of Scotland Group plc. 72 RBS6245d N.B. Advisory Areas are: Structured Capital Markets (including Transaction Execution, Securitisation, Debt Structuring, CDO’s and Risk Finance); Origination (including: UK Origination, Europe Origination, Frequent & Public Sector Borrowers, Financial Institutions Group Originations, High Yield Origination, Private Placements, Syndications); Group Treasury and FM Investment Management (Agency Treasury Services is a Trading Area for the purposes of these disclaimers)