ABN AMRO’s managing and supervisory boards say they can no longer support Barclays’s friendly takeover offer.

They cite the fact that the US$98.3 billion hostile bid from a group consisting of RBS, Fortis and Santander is about 10% higher than the offer from Barclays.

“The Boards are therefore, notwithstanding their support of the strategic benefits of the combination with Barclays, not currently in a position to recommend from a financial point of view the Barclays offer for acceptance to ABN AMRO shareholders,” says an ABN statement.

However, the boards did not recommend shareholders approve the bid from the RBS-led consortium either.

They cited risks, such as the approval of the proposed transaction by the Ministry of Finance and the views of the Dutch Central Bank in this respect remain uncertain and the boards have significant unresolved questions about the proposed break-up of ABN AMRO and the proposed methodology of the Consortium to implement such a break-up.

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Still, the boards note that the proposed merger with Barclays is consistent with ABN AMRO’s strategic vision.

“In addition,” the ABN statement says, “the strategic cooperation with China Development Bank should further enhance the growth opportunities of a potential combined Barclays/ABN AMRO group in the attractive Asian market and could result in creation of additional longer-term value for ABN AMRO shareholders.”

A combination between Barclays and ABN would create the world’s largest institutional asset manager.

To comment on this story, email craig.sebastiano@rci.rogers.com.