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Banorte Withdraws Bid for Banamex, Paving Way for Citigroup’s IPO Plan

On May 5, 2025, Banco Mercantil del Norte (Banorte), one of Mexico’s largest domestic lenders, formally announced it has withdrawn any interest in acquiring Banamex—the former Mexican retail banking arm of Citigroup—ending a chapter of speculation that began in late 2024. In an exclusive interview with Milenio, Banorte CEO Marcos Ramírez clarified that “earlier comments suggesting a potential bid were misinterpreted,” and affirmed that the bank will not prepare an offer at this time .

This announcement marks the latest twist in a saga dating back to 2022, when Citigroup first declared its intention to divest Banamex in order to streamline operations and improve capital returns. International and domestic bidders, including mining giant Grupo México and private-equity funds, conducted preliminary due diligence, but political uncertainty and regulatory concerns repeatedly stalled formal offers. Most recently, Grupo México’s proposed US $7 billion offer dissolved amid tensions with the previous administration over labour reforms and anti-trust scrutiny.

Ramírez explained that while Banorte maintains a “strategic interest” in monitoring Banamex’s sale process, the complexities of integrating Banamex’s legacy liabilities—including nonperforming loans and legal contingencies tied to the 1995 Fobaproa bank bailout—rendered a pursuit unviable. “Our priority is to strengthen Banorte organically and through targeted acquisitions that align with our risk profile,” he said. “Taking on a platform as sizable and legacy-laden as Banamex would dilute our focus and potentially jeopardize our credit metrics.”

Analysts broadly welcomed Banorte’s decision. At a Mexican Bankers Association roundtable, BBVA México economist Luis Barrios noted that Banorte’s cautious approach “avoids the headline risk of inheriting Banamex’s toxic assets while preserving capital for digital transformation and regional expansion.” Since 2019, Banorte has invested heavily in fintech partnerships and branch modernization, achieving a compound annual growth rate of 12 percent in its retail segment .

With Banorte stepping aside, Citigroup has shifted its strategy toward an initial public offering (IPO) of Banamex. Insiders say the U.S. banking giant is weighing dual listings on the Bolsa Mexicana de Valores (BMV) and the New York Stock Exchange (NYSE) to tap both local and international investors. A Citigroup spokesperson confirmed that the bank is “evaluating the IPO route to unlock Banamex’s intrinsic value and return capital to shareholders” .

Timing remains a critical factor. Global financial markets have shown increased volatility amid rising U.S. interest rates and geopolitical tensions, which could pressure Citigroup to accelerate its timeline. According to Bloomberg, Citigroup aims to file a registration statement with the U.S. Securities and Exchange Commission (SEC) by early Q3 2025, targeting a market valuation of US $8–9 billion for Banamex—a premium to earlier bid estimates .

However, the road to IPO is not without hurdles. Mexican regulators will require Citigroup to demonstrate that Banamex meets local capital adequacy rules under Basel III standards. Additionally, any public offering must satisfy the Comisión Nacional Bancaria y de Valores (CNBV) requirements for transparency and corporate governance. Some market participants warn that lingering litigation over Fobaproa-era claims and unresolved consumer lawsuits could weigh on investor appetite.

Beyond regulatory challenges, Citigroup must navigate potential shareholder concerns. The bank’s board will need to balance the desire for swift divestment against appetite for a strong offer price. Activist investors have called for a “clean break” from Mexican retail operations to reallocate capital toward higher-yield opportunities in Asia and Europe. An attractive IPO valuation is thus essential to secure board approval and placate market critics.

For Mexico’s banking sector, the outcome carries broader implications. A public listing of Banamex would deepen capital markets by adding one of the country’s largest retail banks to bourse offerings, creating benchmark stock liquidity and potentially attracting further foreign investment. It would also underscore the resilience of Mexico’s financial system, which has seen strong loan growth and rising profitability despite recent macroeconomic headwinds.

As Banorte refocuses on organic growth and Citigroup prepares for an IPO, all eyes turn to mid-2025 for formal filings and investor roadshows. The conclusion of the Banamex sale process will not only reshape the competitive landscape but also serve as a bellwether for Mexico’s appeal to global capital in a period of economic recalibration.

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