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MERGER AND ACQUISITION
Group Member
• Faiza Tariq
• Irum Afzal
• Farah Naz
Road Map
•   Introduction of Merger and acquisition
•   Purpose and categories of merger & acquisition.
•   Merger and Acquisition in Banking Sector.
•   Analysis
     – Profitability
     – Capital adequacy indicators
     – Liquidity risk indicator
     – Growth indicators
     • Conclusion
     • Recommendation
Introduction
• The wave of merger and acquisitions that
  currently swept through the banking sector
  started after the announcement by the state bank
  of Pakistan.
• Mergers and Acquisitions are:
   – Common place in developing countries of the
     world but are just becoming prominent in
     Pakistan.
Cont,….
– More efficient, better-capitalized, more
  skilled industry.
– Primary driven by Business motives or
  market forces and Regulatory interventions.
– Singing a useful role in restructuring the
  banking industry with no risk and lack of
  opposition.
Merger
• Merger means combining two companies in
  one corporation which is completely absorbed
  by another company. The less significant
  company loses its name and operates with
  more important company, which exists with its
  identity.
Acquisition
• Acquisition is use to acquired property in
  ownership.
• In corporation combinations, an acquisition is
  to buy one company by getting controlling
  interest in all resources of other company.
Categories of Merger and
            Acquisition
•   Vertical Combination
•   Horizontal Combination
•   Circular Combination
•   Conglomerate Combination
•   Market-extension
•   Product-extension
Merger and Acquisition in
        Banking Sector
• In Pakistan, banks have chosen to acquire /
  merge with other banks in order to comply with
  the statutory requirement of raising their paid
  up capital to at-least Rs.10 billion by the end of
  2009.
• The privatization policy of the government has
  resulted in acquisitions of ABL, UBL and PTCL
Cont,…
• Some mergers took place at the time of
  nationalization of Pakistani banks on January
  1, 1974 reducing the number of bank from 16
  to 5.
• Merger and acquisition took place at large
  scale during 1980's, 1990's and 21st century.
  Foreign banks have usually small numbers of
  branches. If they acquire Pakistani bank they
  get lager branch network.
Cont,…
• Some small foreign banks were not running
  profitability so they merge themselves to
  Pakistani banks.
• For example was the Pakistani operations of
  bank of America and Emirates banks were
  sold to Union bank. Later on Union Bank itself
  bought by Standard Chartered Bank.
Standard Chartered Bank
• The history of Standard Chartered in Pakistan
  dates      back      to    1863,     when    the
  Chartered Bank of India, Australia and China
  first established its operations in Karachi.
Union Bank
• Union Bank was established in 1991, with its
  headquarters in Karachi, Sindh, Pakistan.
• Prior to the merger with Standard Chartered
  Bank in 2006 it was Pakistan's eighth largest
  bank and had 65 branches in some 22 cities,
  about US$2 billion in assets, and about
  400,000 customers.
Merger Of Standard
  Chartered Bank And Union
• Union Bank and Standard Chartered Bank
  have merged to become one bank. Now this
  bank has 115 branches and a network of 119
  ATMs in 22 Major cities in Pakistan.
Analysis


Profitability Final
Table 1(a): Standard Chartered Bank
 (SCBPL)
            2002   2003    2004    2005    2006    2007    2008    2009           Average


            pre    pre     pre     pre     post    post    post    post    pre         post



Return
on
assets      3.4    3.2     3.23    3.25    1.23    1.29    0.27    0.25    3.27        0.76


Return on
Equity
            53     36      36.67   16.5    17.19   13.75   14.65   16.65   35.54
                                                                                       15.56

Return on
deposits
            5.39   4.64    4.56    4.57    3.29    3.73    1.57    0.36    4.79        2.23


capital
employed
            58.0   54.01   64.03   69.05   49.08   45.08   47.16   47      61.23       47.08
Interpretation

The three ratio return on assets, return on
equity and return on deposits showing same
declining behavior but in return on capital
employed ratio in first year value decrease but
after that bank goes in increasing trend which
depict a way toward better performance.
Table 2: FBLP
                                                                           Average
            1998   1999    2000    2001    2002    2003    2004    2005



            pre    pre     pre     pre     post    post    post    post    pre     post


Return on
assets
            6.9    6.54    7.023   7.12    6.03    6.00    5.57    5.12    7.12    5.12


Return on
Equity
            65     64.12   57.37   61.89   45.12   40.39   41.57   48.34   61.89   48.34


Return on
deposits
            4.45   5.12    4.78    5.32    4.11    5.19    3.89    4.12    5.32    4.12


capital
employed
            61.5   59.23   60.05   59.78   48      48.89   52.07   51.34   59.78   51.34
Interpretation
• The figures depict gradually decreasing in
  return on assets which shows bank
  performance on assets is not going adequate.
• But in the case of Return on equity, it decline
  in first three years but in 2005 return in equity
  increased       suitably.   It  indicates    the
  improvement or bank is going to retain its pre-
  merger performance or improving its
  performance.
Cont,…
• Return on deposits also showing steadily
  decline in worth of bank's deposit ratio.
• Return on capital employed just decline in first
  year of post merger but in last three years (in
  sample) capital employed embark to boost in
  value.
Profitability final
• Return on assets in both banks decreased
  after    merger    which    indicates    that
  performance on both banks assets is not
  sufficient. The case of other three ratios is
  also same as return on assets.
• All these ratios show that the profitability
  indicators are slowly declining after merger
  and acquisition.
Capital Adequacy Indicators

     Data finding (SCBPL)
Table 3. Capital Adequacy SCBPL
                2002    2003    2004    2005    2006    2007    2008    2009    Average



                pre     pre     pre     pre     post    post    post    post    pre     post



Total capital
to assets       7.82    7.89    8.27    7.31    7.99    6.93    7.25    7.72    7.31    7.72



Loans to
total capital   0.95    0.99    1.72    1.22    0.98    1.29    0.99    1.96    1.22    1.96



Deposits to
total capital   7.01    5.17    5.34    6.03    6.78    6.08    7.89    7.91    6.03    7.91



Capital/ risk
assets          18.11   17.99   17.61   17.93   16.87   17.19   16.98   17.49   17.93   17.49
Interpretation
• Total capital to assets ratio is presenting
  escalating tendency year to year which is
  showing positive response for capital
  adequacy improvement.
• Loans to total capital ratio is growing very low
  in post-merger and acquisition period as
  compare pre-merger period.
Cont,…
• Capital/risk assets ratio or capital adequacy
  ratio basically find out how banks can cope up
  with the risks.
• It is a measurement which shows how much
  capital is used to maintain the banks' risk
  assets.
• This ratio determines the capacity of a bank in
  terms of meeting with the legal responsibility
  and extra risks such as credit risk and
  operational risk. So capital provides cushion
  for potential losses.
Cont,…
• There is no specific fluctuation in capital
  adequacy ratio as its representing same trend
  in pre-merger and acquisition period.
Data Finding (FBPL)
Table 4: Capital Adequacy Faysal
                Bank
                1998    1999    2000    2001    2002    2003    2004    2005    Average




                pre     pre     pre     pre     post    post    post    post    pre post

Total capital
to assets       5.78    5.63    6.64    6.61    6.01    5.23    5.85    6.12    6.61    6.12


Loans to
total capital   1.15    0.89    1.20    1.06    1.01    1.09    0.99    0.96    1.06    0.96



Deposits to
total capital   6.34    6.67    5.34    5.43    5.78    5.98    6.19    6.51    5.43    6.51



Capital/ risk
assets          15.78   14.89   15.09   16.03   11.07   13.15   13.68   15.09   16.03   15.09
Interpretation (FBPL)
• Total capital to assets ratio is decreased in first year
  after that ratio begin to increase which is showing
  improvement in performance of capital adequacy
  management.
• Loans to total capital ratio is growing very low in post-
  merger and acquisition period as compare pre-merger
  period.
• Capital adequacy ratio decreased in first couple of
  years but in last two years it perform well as pre-
  merger but not show as good as pre merger
  performance in all periods.
Liquidity Risk Indicator


  Data Finding (SCBPL)
Table 5: Liquidity Risk Of SCBPL
              2002    2003   2004   2005    2006   2007   2008    2009    Average


              pre     pre    pre    pre     post   post   post    post    pre     post

Loans to
total         10.15   9.73   9.97   10.12   9.67   9.91   10.69   11.24   10.08   10.38
assets
deposits to
total         5.25    5.48   6.89   5.93    4.47   4.56   5.18    5.89    5.88    5.02
assets
loans to
              75      69     71     73      67     62     70      74      72      67
deposits
Fixed
assets to
              15      13     17     18.3    16     19     17.5    17      15.82   17
total
assets
Interpretation
• In SCBPL the loans to assets ratio increase
  year to year which is risky for bank.
• Deposits to total assets ratio in post merger
  era is declining which is not in favor of bank
  performance.
• Loan to deposit ratio decreased in first three
  years of merger but in last it boosts up. Which
  means that in first 3 years banks may not be
  earning as much as they could be but in last
  they can generate more earnings.
Cont,…..
• Fixed assets to total assets ratio
  increased in post merger era which
  indicates that the liquidity condition of
  banks is fetching weaker.
Table 6: Liquidity Risk Of
                               FBPL
                    1998   1999   2000    2001    2002   2003    2004   2005    Average


                    pre    pre    pre     pre     post   post    post   post    pre      post

Loans to total
                    9.12   9.89   10.18   10.01   9.91   10.02   9.89   10.19   9.8      10.0025
assets


Deposits       to
                    6.14   6.00   5.89    5.23    5.21   5.98    6.12   6.29    5.8155   5.9
total assets


Loans          to
                    69     67     71      79      70     68      67     72      71.5     69.25
deposits


Fixed assets to
                    17     18     16      19      20     19      18     22      17.5     19.75
total assets
Interpretation
• In FBPL all ratios of liquidity except loan
  to deposit showing increasing trend that
  is a sign of low performance.
Liquidity final
• The above tables indicates the average
  measurement of pre and post merger of
  both SCBPL and FBPL banks. The
  overall liquidity performance of both
  banks is declining after merger and
  acquisition.
Growth indicators

Data Finding (SCBPL)
Table 7: Growth Indicator Of
                        SCBPL
                   2002   2003   2004   2005   2006   2007   2008   2009   Average



                   pre    pre    pre    pre    post   post   post   post   pre    post


EPS                5.36   4.87   5.12   5.19   5.89   4.91   5.09   5.37   5.13   5.43




Price   Earnings
                   4.89   4.38   5.10   4.79   4.12   4.92   5.67   5.84   4.79   5.13
ratio



Dividend Yield
               35         29     37     33     32     38     41     45     33.5   39
ratio



Dividend Payout
                24        22     28     31     26     31     37     39     26.5   33.25
ratio
Interpretation
• EPS increased in post merger period
  which is showing better performance in
  stock.
• The price earning ratio is increasing
  which shows that in post merger era the
  market growth of bank is going well.
• The growth indicators are going toward
  performance in a good health condition.
Table 8: Growth Indicator Of FBPL
                   1998   1999   2000   2001   2002   2003   2004   2005   Average


                   pre    pre    pre    pre    post   post   post   post   pre    post




EPS                4.86   4.83   3.92   4.19   4.89   4.91   5.29   5.97   4.45   5.265




Price   Earnings
                   8.9    8.08   7.11   6.79   6.82   8.12   8.83   8.34   7.72   8.0275
ratio



Dividend   Yield
                   28     32     31     29     35     38     38     41     30     38
ratio



Dividend Payout
                   11     9      17     21     19     23     20     22     14.5   21
ratio
Interpretation

• FBPL is showing same trend in growth
  indicators as SCBPL so the above
  interpretation is same for FBPL.
Growth Final
• The growth indicator of both banks is
  boosting up with positive response in
  performance which shows that the
  market value of bank turns into better-
  quality after merger.
CONCLUSION
• The study shows that mergers and acquisitions in
  banking commerce are among the policy trusts of
  SBP to correct the variance in the industry.
• The merger has sharpened the competitive edge in
  the industry that they need to play in the emerging
  global financial markets.
• It further shows that one of the fall outs of the
  mergers is the shrinkage in the industry.
• Pakistan has banks with huge capital to invest now,
  but it is instructive to note that size and huge capital
  do not necessarily make a good and sound bank.
Recommendation
• There are some recommendations after
  conclusion of this study;
• Government        should    provide     enabling
  environment that will encourage more merger in
  Pakistan, whereby our nation can have a strong
  bank with good capital bases.
• SBP should make such policies which can
  control monopoly creation in banking industry.
• SBP should be fix minimum capital base for all
  banks to run their operation successfully and in
  risk free environment.
THANK YOU

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Merger and Acquisition in Banking Sector

  • 2. Group Member • Faiza Tariq • Irum Afzal • Farah Naz
  • 3. Road Map • Introduction of Merger and acquisition • Purpose and categories of merger & acquisition. • Merger and Acquisition in Banking Sector. • Analysis – Profitability – Capital adequacy indicators – Liquidity risk indicator – Growth indicators • Conclusion • Recommendation
  • 4. Introduction • The wave of merger and acquisitions that currently swept through the banking sector started after the announcement by the state bank of Pakistan. • Mergers and Acquisitions are: – Common place in developing countries of the world but are just becoming prominent in Pakistan.
  • 5. Cont,…. – More efficient, better-capitalized, more skilled industry. – Primary driven by Business motives or market forces and Regulatory interventions. – Singing a useful role in restructuring the banking industry with no risk and lack of opposition.
  • 6. Merger • Merger means combining two companies in one corporation which is completely absorbed by another company. The less significant company loses its name and operates with more important company, which exists with its identity.
  • 7. Acquisition • Acquisition is use to acquired property in ownership. • In corporation combinations, an acquisition is to buy one company by getting controlling interest in all resources of other company.
  • 8. Categories of Merger and Acquisition • Vertical Combination • Horizontal Combination • Circular Combination • Conglomerate Combination • Market-extension • Product-extension
  • 9. Merger and Acquisition in Banking Sector • In Pakistan, banks have chosen to acquire / merge with other banks in order to comply with the statutory requirement of raising their paid up capital to at-least Rs.10 billion by the end of 2009. • The privatization policy of the government has resulted in acquisitions of ABL, UBL and PTCL
  • 10. Cont,… • Some mergers took place at the time of nationalization of Pakistani banks on January 1, 1974 reducing the number of bank from 16 to 5. • Merger and acquisition took place at large scale during 1980's, 1990's and 21st century. Foreign banks have usually small numbers of branches. If they acquire Pakistani bank they get lager branch network.
  • 11. Cont,… • Some small foreign banks were not running profitability so they merge themselves to Pakistani banks. • For example was the Pakistani operations of bank of America and Emirates banks were sold to Union bank. Later on Union Bank itself bought by Standard Chartered Bank.
  • 12. Standard Chartered Bank • The history of Standard Chartered in Pakistan dates back to 1863, when the Chartered Bank of India, Australia and China first established its operations in Karachi.
  • 13. Union Bank • Union Bank was established in 1991, with its headquarters in Karachi, Sindh, Pakistan. • Prior to the merger with Standard Chartered Bank in 2006 it was Pakistan's eighth largest bank and had 65 branches in some 22 cities, about US$2 billion in assets, and about 400,000 customers.
  • 14. Merger Of Standard Chartered Bank And Union • Union Bank and Standard Chartered Bank have merged to become one bank. Now this bank has 115 branches and a network of 119 ATMs in 22 Major cities in Pakistan.
  • 16. Table 1(a): Standard Chartered Bank (SCBPL) 2002 2003 2004 2005 2006 2007 2008 2009 Average pre pre pre pre post post post post pre post Return on assets 3.4 3.2 3.23 3.25 1.23 1.29 0.27 0.25 3.27 0.76 Return on Equity 53 36 36.67 16.5 17.19 13.75 14.65 16.65 35.54 15.56 Return on deposits 5.39 4.64 4.56 4.57 3.29 3.73 1.57 0.36 4.79 2.23 capital employed 58.0 54.01 64.03 69.05 49.08 45.08 47.16 47 61.23 47.08
  • 17. Interpretation The three ratio return on assets, return on equity and return on deposits showing same declining behavior but in return on capital employed ratio in first year value decrease but after that bank goes in increasing trend which depict a way toward better performance.
  • 18. Table 2: FBLP Average 1998 1999 2000 2001 2002 2003 2004 2005 pre pre pre pre post post post post pre post Return on assets 6.9 6.54 7.023 7.12 6.03 6.00 5.57 5.12 7.12 5.12 Return on Equity 65 64.12 57.37 61.89 45.12 40.39 41.57 48.34 61.89 48.34 Return on deposits 4.45 5.12 4.78 5.32 4.11 5.19 3.89 4.12 5.32 4.12 capital employed 61.5 59.23 60.05 59.78 48 48.89 52.07 51.34 59.78 51.34
  • 19. Interpretation • The figures depict gradually decreasing in return on assets which shows bank performance on assets is not going adequate. • But in the case of Return on equity, it decline in first three years but in 2005 return in equity increased suitably. It indicates the improvement or bank is going to retain its pre- merger performance or improving its performance.
  • 20. Cont,… • Return on deposits also showing steadily decline in worth of bank's deposit ratio. • Return on capital employed just decline in first year of post merger but in last three years (in sample) capital employed embark to boost in value.
  • 21. Profitability final • Return on assets in both banks decreased after merger which indicates that performance on both banks assets is not sufficient. The case of other three ratios is also same as return on assets. • All these ratios show that the profitability indicators are slowly declining after merger and acquisition.
  • 22. Capital Adequacy Indicators Data finding (SCBPL)
  • 23. Table 3. Capital Adequacy SCBPL 2002 2003 2004 2005 2006 2007 2008 2009 Average pre pre pre pre post post post post pre post Total capital to assets 7.82 7.89 8.27 7.31 7.99 6.93 7.25 7.72 7.31 7.72 Loans to total capital 0.95 0.99 1.72 1.22 0.98 1.29 0.99 1.96 1.22 1.96 Deposits to total capital 7.01 5.17 5.34 6.03 6.78 6.08 7.89 7.91 6.03 7.91 Capital/ risk assets 18.11 17.99 17.61 17.93 16.87 17.19 16.98 17.49 17.93 17.49
  • 24. Interpretation • Total capital to assets ratio is presenting escalating tendency year to year which is showing positive response for capital adequacy improvement. • Loans to total capital ratio is growing very low in post-merger and acquisition period as compare pre-merger period.
  • 25. Cont,… • Capital/risk assets ratio or capital adequacy ratio basically find out how banks can cope up with the risks. • It is a measurement which shows how much capital is used to maintain the banks' risk assets. • This ratio determines the capacity of a bank in terms of meeting with the legal responsibility and extra risks such as credit risk and operational risk. So capital provides cushion for potential losses.
  • 26. Cont,… • There is no specific fluctuation in capital adequacy ratio as its representing same trend in pre-merger and acquisition period.
  • 28. Table 4: Capital Adequacy Faysal Bank 1998 1999 2000 2001 2002 2003 2004 2005 Average pre pre pre pre post post post post pre post Total capital to assets 5.78 5.63 6.64 6.61 6.01 5.23 5.85 6.12 6.61 6.12 Loans to total capital 1.15 0.89 1.20 1.06 1.01 1.09 0.99 0.96 1.06 0.96 Deposits to total capital 6.34 6.67 5.34 5.43 5.78 5.98 6.19 6.51 5.43 6.51 Capital/ risk assets 15.78 14.89 15.09 16.03 11.07 13.15 13.68 15.09 16.03 15.09
  • 29. Interpretation (FBPL) • Total capital to assets ratio is decreased in first year after that ratio begin to increase which is showing improvement in performance of capital adequacy management. • Loans to total capital ratio is growing very low in post- merger and acquisition period as compare pre-merger period. • Capital adequacy ratio decreased in first couple of years but in last two years it perform well as pre- merger but not show as good as pre merger performance in all periods.
  • 30. Liquidity Risk Indicator Data Finding (SCBPL)
  • 31. Table 5: Liquidity Risk Of SCBPL 2002 2003 2004 2005 2006 2007 2008 2009 Average pre pre pre pre post post post post pre post Loans to total 10.15 9.73 9.97 10.12 9.67 9.91 10.69 11.24 10.08 10.38 assets deposits to total 5.25 5.48 6.89 5.93 4.47 4.56 5.18 5.89 5.88 5.02 assets loans to 75 69 71 73 67 62 70 74 72 67 deposits Fixed assets to 15 13 17 18.3 16 19 17.5 17 15.82 17 total assets
  • 32. Interpretation • In SCBPL the loans to assets ratio increase year to year which is risky for bank. • Deposits to total assets ratio in post merger era is declining which is not in favor of bank performance. • Loan to deposit ratio decreased in first three years of merger but in last it boosts up. Which means that in first 3 years banks may not be earning as much as they could be but in last they can generate more earnings.
  • 33. Cont,….. • Fixed assets to total assets ratio increased in post merger era which indicates that the liquidity condition of banks is fetching weaker.
  • 34. Table 6: Liquidity Risk Of FBPL 1998 1999 2000 2001 2002 2003 2004 2005 Average pre pre pre pre post post post post pre post Loans to total 9.12 9.89 10.18 10.01 9.91 10.02 9.89 10.19 9.8 10.0025 assets Deposits to 6.14 6.00 5.89 5.23 5.21 5.98 6.12 6.29 5.8155 5.9 total assets Loans to 69 67 71 79 70 68 67 72 71.5 69.25 deposits Fixed assets to 17 18 16 19 20 19 18 22 17.5 19.75 total assets
  • 35. Interpretation • In FBPL all ratios of liquidity except loan to deposit showing increasing trend that is a sign of low performance.
  • 36. Liquidity final • The above tables indicates the average measurement of pre and post merger of both SCBPL and FBPL banks. The overall liquidity performance of both banks is declining after merger and acquisition.
  • 38. Table 7: Growth Indicator Of SCBPL 2002 2003 2004 2005 2006 2007 2008 2009 Average pre pre pre pre post post post post pre post EPS 5.36 4.87 5.12 5.19 5.89 4.91 5.09 5.37 5.13 5.43 Price Earnings 4.89 4.38 5.10 4.79 4.12 4.92 5.67 5.84 4.79 5.13 ratio Dividend Yield 35 29 37 33 32 38 41 45 33.5 39 ratio Dividend Payout 24 22 28 31 26 31 37 39 26.5 33.25 ratio
  • 39. Interpretation • EPS increased in post merger period which is showing better performance in stock. • The price earning ratio is increasing which shows that in post merger era the market growth of bank is going well. • The growth indicators are going toward performance in a good health condition.
  • 40. Table 8: Growth Indicator Of FBPL 1998 1999 2000 2001 2002 2003 2004 2005 Average pre pre pre pre post post post post pre post EPS 4.86 4.83 3.92 4.19 4.89 4.91 5.29 5.97 4.45 5.265 Price Earnings 8.9 8.08 7.11 6.79 6.82 8.12 8.83 8.34 7.72 8.0275 ratio Dividend Yield 28 32 31 29 35 38 38 41 30 38 ratio Dividend Payout 11 9 17 21 19 23 20 22 14.5 21 ratio
  • 41. Interpretation • FBPL is showing same trend in growth indicators as SCBPL so the above interpretation is same for FBPL.
  • 42. Growth Final • The growth indicator of both banks is boosting up with positive response in performance which shows that the market value of bank turns into better- quality after merger.
  • 43. CONCLUSION • The study shows that mergers and acquisitions in banking commerce are among the policy trusts of SBP to correct the variance in the industry. • The merger has sharpened the competitive edge in the industry that they need to play in the emerging global financial markets. • It further shows that one of the fall outs of the mergers is the shrinkage in the industry. • Pakistan has banks with huge capital to invest now, but it is instructive to note that size and huge capital do not necessarily make a good and sound bank.
  • 44. Recommendation • There are some recommendations after conclusion of this study; • Government should provide enabling environment that will encourage more merger in Pakistan, whereby our nation can have a strong bank with good capital bases. • SBP should make such policies which can control monopoly creation in banking industry. • SBP should be fix minimum capital base for all banks to run their operation successfully and in risk free environment.