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RBS-led Group Details ABN Amro Bid

A consortium of three banks offered $95.5 billion for the Dutch bank.

Shares of

ABN Amro

(ABN)

stumbled on Tuesday after the consortium led by

Royal Bank of Scotland

launched a higher bid for ownership of the Dutch bank.

RBS,

Banco Santander

(STD)

and Fortis offered $95.5 billion in cash and stock for ABN Amro -- perhaps the largest deal ever. But the consortium's offer is conditional that ABN Amro's U.S. banking arm, LaSalle Bank, comes with the sale.

Shares of ABN Amro were down 6 cents on the

New York Stock Exchange

to $48.21.

The banks originally announced intentions to make a competing offer last month, just two days after ABN Amro agreed to a sale to U.K. banking giant,

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Barclays

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, for about $91 billion. As part of ABN Amro's agreement to sell to Barclays,

Bank of America

(BAC) - Get Bank of America Corp Report

agreed to buy LaSalle for $21 billion.

But after shareholder protest, a Dutch court froze the Bank of America deal earlier this month, saying that the LaSalle sale must be approved by shareholders.

Under the consortium's offer, ABN Amro would be broken up -- a notion that the company's chairman, Rijkman Groenink, has detested.

Fortis would receive most of ABN Amro's Netherlands banking business as well as its global private client and asset management unit. Santander would receive most of ABN Amro's Latin America and Italian banking businesses. RBS would get ABN Amro's North American units, including LaSalle, wholesale clients in the Netherlands and Latin America, as well as most operations in Asia and Europe.

RBS said Tuesday that the consortium has held "amicable discussions" with the Charlotte lender about LaSalle, but the discussions "have not resulted in agreement."

"The banks would still welcome the opportunity of agreeing with ABN Amro and Bank of America

on a way forward that meets the interests of shareholders, employees and other stakeholders of all parties," it said.

RBS has reserved a portion of the cash component -- $1.35 a share -- for a LaSalle settlement.

An ABM Amro spokesman declined to comment on Tuesday.