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The JournalBrave new world:New frontiers inbanking M& M&A is evolvingrapidly along new, morecom...
2 PwC The Journal January 2013Moving forward to the present, globalbanking transactions continue to declinefaster than all...
PwC The Journal January 2013 3Project Blue identifies a range offactors driving change in financialservices. These include...
4 PwC The Journal January 2013•	Regulatory reform: Regulationis affecting banking MA in anincreasing number of ways. In th...
PwC The Journal January 2013 5Asia-PacificSupported by rapid economic expansion,increasing middle-class demand forbanking ...
6 PwC The Journal January 2013Canada’s large commercial banks, onthe other hand, have emerged stronglyfrom the financial c...
PwC The Journal January 2013 7Russia and emerging EuropeRussia has generated increasing bankingMA over the past few years,...
8 PwC The Journal January 2013AfricaAfrica has the potential to generateincreasing volumes of banking MAover the next few ...
PwC The Journal January 2013 9Sovereign investorsSovereign wealth funds and other state-backed investors have been importa...
10 PwC The Journal January 2013We should not expect banking MA to return to its previouslevel, nor to its previous pattern...
PwC The Journal January 2013 11ContactsIf you would like to discuss any of the issuesraised in this paper in more detail, ... publication has been prepared for general guidance on matters of interest only, and does not const...
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Etude PwC sur les opérations de fusions et acquisitions dans le secteur bancaire (2013)


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L’étude « Brave new world : new frontiers in banking M&A » menée par PwC montre que le recul des fusions-acquisitions bancaires observé ces dernières années ne s'explique pas uniquement par un ralentissement conjoncturel, mais traduit un changement radical des comportements en raison notamment de la modification de l’environnement économique et réglementaire.
Comment les opérations de fusions et acquisitions dans le secteur bancaire évoluent-elles ? Quelles perspectives pour les années à venir, région par région ? Quelles questions les banques doivent-elles se poser ?

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Etude PwC sur les opérations de fusions et acquisitions dans le secteur bancaire (2013)

  1. 1. The JournalBrave new world:New frontiers inbanking M& M&A is evolvingrapidly along new, morecomplicated and lesspredictable patterns. Dealsare also becoming morerisky for the institutionsand individuals involved.Are you positioned forsuccess in the brave newworld of banking M&A?January 2013
  2. 2. 2 PwC The Journal January 2013Moving forward to the present, globalbanking transactions continue to declinefaster than all-sector M&A, and willrecord another weak year in 2012 (seeFigure 1). During the first ten months of2012, the total value of completed globalbanking deals fell by 37% on a like-for-like basis, compared with a decline of20% for all-sector global M&A.1Banking deals have consistentlyaccounted for the majority of financialservices M&A over the past decade. Thedecline in banking M&A over the pastthree years – or excluding government-led deals, over the past five years – is notjust a cyclical downturn. It representsa radically changed economic andregulatory environment, and the end ofprevious assumptions about the bankingindustry’s models, profitability andinvestment returns.In this paper we set out our view thatthe size and nature of global bankingM&A has changed permanently. Tosupport this argument we review thechanging drivers of banking deals; howbanking M&A is already evolving; andwhat changes we expect to see in thefuture. We end with some questions thatwe believe all banks – including thosenot currently engaged in M&A activity –should be asking themselves.Introduction – How did we get here?The total number and value of global banking M&A transactions has declined steadilyover the past few years. If 2007 represented the end of the bull market for bankingM&A, then 2008 and 2009 were defined by a wave of nationalisations and rescuetransactions. Since then banking deals have cooled, although M&A has remained a vitaltool for adaptation, retrenchment and reform.Figure 1: Global banking M&A as a % of global all-sector M&A(total value, completed deals, 2012 data to end October)Source: Thomson One16%14%12%10%8%6%4%2%0%2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 20121 Thomson One
  3. 3. PwC The Journal January 2013 3Project Blue identifies a range offactors driving change in financialservices. These include fiscal pressures,regulatory reform, technologicalchange, customer behaviour, talentshortages and economic shifts. Lookingmore specifically at the future ofbanking M&A, we expect four factorsto be particularly influential. These are:economic growth, banking integration,regulatory reform and strategic shifts.• Economic growth: The shift ofeconomic power away from themature economies of North Americaand Europe is well documented, butthe process has much further to go.Changing demographic patternsand increasing capital investmentby emerging market governmentsare two of the factors at work. ProjectBlue also highlights the importanceof increasing trade flows betweenSouth America, Africa, Asia and theMiddle East (SAAAME). The combined effect of these changesis that over the next 40 years, GDPin the E7 emerging economies isexpected to grow at a cumulativeaverage of 4.7%, more than doublethe equivalent rate of 2.1% for theG7 economies.3• Banking integration: As developingeconomies expand, they willexperience rapid growth in middle-income consumers. PwC’s recentlyupdated study, ‘Banking in 2050’,predicts a steady increase in manyemerging markets’ ratios of domesticcredit to GDP. By 2050, total bankingassets in the E7 economies areexpected to exceed those of theG7 nations (see Figure 2). Moreimportantly for potential acquirers,banking profit pools in the E7 marketsare also predicted to exceed those ofthe G7 by 2050.The new environment – What will drivebanking MA?The environment for banking MA over the next five to ten years will be affected by anumber of trends reshaping the global banking landscape. In considering the mostimportant factors we draw on PwC’s Project Blue2, which provides a framework forfinancial services firms to assess the future evolution of their industry.The combined effect of these changes is that overthe next 40 years, GDP in the E7 emerging economiesis expected to grow at a cumulative average of 4.7%34.7%2 ‘The World in 2050’, PricewaterhouseCoopers,January 2011. E7 = China, India, Brazil, Russia,Indonesia, Mexico, TurkeyFigure 2: E7 v. G7 total domestic creditSource: Banking in 2050, PricewaterhouseCoopers, May 20112009 2014 2019 2024 2029 2034 2039 2044 2049Domestic credit ($bn 2009 prices)350,000300,000250,000200,000150,000100,00050,0000n G7 n E7 n World
  4. 4. 4 PwC The Journal January 2013• Regulatory reform: Regulationis affecting banking MA in anincreasing number of ways. In theshort term, the sheer unpredictabilityof regulatory change is adding to theuncertainty hanging over the bankingindustry. This is having a disruptiveeffect on banks’ ability to plan andexecute MA. In the medium term, several aspectsof regulatory change will affectbanking MA. First, regulators andstate bodies around the world areplaying a more direct role in bankingMA. They are more willing tochallenge proposed transactions andto broker domestic deals to supportweakened institutions. Second, national and internationalregulations are forcing banks torestructure. The most obviousexample is Basel III, which willencourage banks to strengthentheir capital and could stimulateconsolidation in some markets. Third, an increasing focus on‘subsidiarisation’ is forcing morebanks to fund expansion plans locally,instead of relying on foreign parents.This is being reinforced by tight cross-border interbank markets. Lastly, banking leaders in somemarkets are coming under moralpressure from central bankers,regulators and politicians to limittheir plans for foreign expansion.• Strategic shifts: Rationales forbanking MA are changing andbecoming more diverse. Duringthe boom years the main motiveswere to build scale, achieve fastergrowth, or develop new businesses.These are still key strategic goals forsome banks, but other themes suchas strengthening balance sheets,simplifying business models andoffsetting falling profitability havebecome equally important for otherinstitutions. It is not just the goals of MA that arebecoming more varied. A far greaterrange of institutions are initiatingtransactions than in the yearsleading up to the financial crisis.In particular, emerging markets’ banksare becoming more active acquirers,both in their home markets andfurther afield. And as the participantsin banking MA become lesshomogenous, so do the techniquesbeing used. Emerging market banksare developing their own approachesincluding partnerships anddistribution agreements. This picture of greater strategiccomplexity looks like an increasinglypermanent feature of global bankingMA. In the next section we considerhow MA strategies are alreadychanging in different bankingmarkets, and how they may continueto develop.In addition to these long-term drivers,another factor will affect banking MAin the short to medium term.• The European crisis: The sovereigndebt crisis in Europe will continueto affect banking MA for as longas it continues. The political andeconomic uncertainty emanatingfrom the eurozone is making it harderto predict future impairments, agreeon valuations, arrange funding andgain shareholder approval. The crisisis also having a significant impacton deal confidence, by encouragingbanking leaders to delay or avoidMA decisions carrying strategic riskfor their institutions – or personalrisk to their own reputations.Emerging markets’banks are becomingmore activeacquirers, bothin their homemarkets and furtherafield. And as theparticipants inbanking MA becomeless homogenous,so do the techniquesbeing used.
  5. 5. PwC The Journal January 2013 5Asia-PacificSupported by rapid economic expansion,increasing middle-class demand forbanking products and a growinghigh-net-worth segment, Asia-Pacific islikely to remain the most active regionfor banking MA. Domestic dealswill continue to drive MA, as banksrespond to increasing competition andthe need for greater operational andcapital efficiency. In-market transactionswill also be stimulated by the desire toacquire customers. Other banks willuse MA to develop a broader range ofservices for institutional and high-net-worth clients.Intra-regional deals are already afeature of Asia-Pacific banking, andthis is only likely to grow. Large banksfrom markets such as Japan, Korea,Singapore, Malaysia and Australia areincreasing their exposure to fast-growingSouth-East Asia, particularly Indonesiaand Vietnam. The rapid growth of retailbanking is an increasingly strong motivefor regional expansion, as banks seekto acquire new customers and developscalable platforms for growth. However,national regulators are increasinglyinclined to place limits on foreignownership, and minority stakes willbecome more capital intensive underBasel III. Many are encouraging localbanks to merge, to develop a smallernumber of nationally and regionallycompetitive banks.The attractive fundamentals of Asia-Pacific banking mean that banks frommore mature regions such as Europeand North America will continue to useMA to build scale in the region. Insome cases, they will take advantage ofcompetitors’ exits.Some Asia-Pacific banks, particularlyfrom North Asia, are becoming morefocused on making acquisitions outsidethe region. The largest Chinese banksare already following corporate clientsaround the world, using MA as well asgreenfield startups to enter new markets.Large Chinese and Japanese banks mayalso take an interest in Western Europe,where low banking valuations couldallow them to acquire valuable expertiseor gain access to new clients.North AmericaThe US looks poised to experience afresh wave of consolidation amongsmall and mid-sized banks. TheAmerican banking market remainscomparatively fragmented, and theeffects of regulatory changes willspur many institutions to seek mergerpartners. The Durbin Amendment andDodd-Frank Act in particular will add tothe costs of compliance and encouragesmall banks to strengthen their capitaland seek greater scale. Cleaner balancesheets are also helping to stabilisevaluations and stimulate transactions.The largest US banks are likely tofollow differing approaches to MAover the next few years. Some stillhave significant restructuring ahead ofthem, and will generate transactionsby disposing of foreign units or non-core businesses. Others are in strongerfinancial shape and well placed toexpand overseas. Asia-Pacific and LatinAmerica will be the most attractiveregions for outbound MA.Market dynamics – How is bankingMA evolving?
  6. 6. 6 PwC The Journal January 2013Canada’s large commercial banks, onthe other hand, have emerged stronglyfrom the financial crisis and are activelyacquiring businesses and portfoliosat home and in the US. These bolt-ontransactions may not be large by globalstandards, but they have the potentialto make a significant impact on bidders’businesses. Like their US counterparts,Canadian banks looking further afieldfor growth are more interested in LatinAmerica or Asia-Pacific than the troubledEuropean market.Conversely, several large Chinesebanks have recently set up Canadianoperations, following large corporateclients moving into Canada’s resourcesector. Others could follow, usinginbound MA to establish a presencemore quickly than through a greenfieldapproach, but Canada’s concentratedbanking market offers few materialacquisition targets.Latin AmericaBrazil remains Latin America’s mostimportant banking market, and willcontinue to generate MA deals.National regulators are encouragingsmall banks to consolidate, improvingcapital ratios and boosting industryefficiency. Meanwhile, the larger,well-capitalised Brazilian banks are keento follow their multinational clients byexpanding across the region. So far, theyhave limited themselves to comparativelysmall acquisitions, but this is likelyto change as Brazil’s economy grows.The same desire to follow trade flowsis encouraging large Brazilian banksto open offices in Asia-Pacific and theMiddle East.Inbound Brazilian banking transactionswill continue, but acquirers are likely tomaintain their focus on niche activitieslike private banking, asset managementand prime brokerage. Regulatorypressure in their home markets meansthat foreign banks could miss outon valuable opportunities to acquiremedium-sized Brazilian commercialbanks. Asian banks are interested inBrazil, but prefer to enter the market viagreenfield startups rather than MA.Banking MA in the rest of LatinAmerica is evolving steadily ratherthan dramatically, but the pace ofdevelopment is likely to accelerateover the next few years. Domesticconsolidation will remain a commontheme, and markets such as Mexico andColumbia are attracting a growing shareof inbound MA. Even so, political riskremains a concern for internationalbuyers eyeing the potential growth ofsome regional markets.Western EuropeRestructuring will remain the mostimportant driver of banking MA inWestern Europe over the next few years,as banks seek to focus on core businessesand exit peripheral activities. Despite abacklog of potential disposals, marketvolatility and uncertainty over banks’potential credit losses mean that buyersand sellers will continue struggling toagree on target valuations.Finding buyers for non-core businesseswill also remain challenging. ManyEuropean banks are effectively barredfrom acquisitions by capital restrictionsand investor scepticism. Nor are manybanks from outside Western Europeattracted to invest in the region. Evenso, there may be interest from someemerging market players – particularlyChinese banks – in distressed Europeantargets that offer the chance to build aniche presence or acquire useful skillsand expertise.Some Western European bankingmarkets – most obviously Italy, butalso Germany, Spain and Greece – arestill relatively fragmented and offersignificant potential for domesticconsolidation. As in the US market, themain motives for domestic mergers areto boost scale and to strengthen capitaland liquidity positions.
  7. 7. PwC The Journal January 2013 7Russia and emerging EuropeRussia has generated increasing bankingMA over the past few years, and thisgrowth is likely to continue. Russia hasnearly 1,000 banks but consolidation,although long anticipated, has yet totake off. Even so, some innovative andfast-growing retail banks require capitalto support their growth. The continuingwithdrawal of some Western Europeanbanks is also likely to stimulate deals.Meanwhile the largest Russian bankswill continue to use MA to developgreater scale, especially in corporate andinvestment banking. Some may followSberbank, which has made acquisitionsin Turkey and Eastern Europe byexpanding in fast-growing marketsoutside Russia.Poland continues to defy the economicgloom of many of its neighbours,generating steady credit growth. Themarket offers a number of investmentopportunities and will remain one of themore active areas of banking MA inCentral Europe. Several banks currentlyowned by foreign players are in need offresh capital, and some private owners oflocal banks could be interested inco-investors or a possible exit.Turkey offers huge potential foreconomic growth and higher bankingpenetration. In recent years Turkishbanks have attracted bids from theUS, Western Europe, Russia and theMiddle East, and they will continue tobe popular targets for inbound MA.Opportunities to make large acquisitionsin Turkey are comparatively rare, socompetition for any local subsidiariescoming up for sale is likely to be fierce.Loan transactionsAlthough distinct from corporate MA,the growing market for loan transactionswill play an increasingly important rolein banks’ strategic decision-making overthe next few years. Banks in WesternEurope, and to a lesser extent the US, arelikely to remain the major source of loansales. European banks’ non-core loans atthe end of 2011 were estimated at morethan €2.5tn, equivalent to 6% of totalbanking assets. Non-performing loanswere valued at more than €1tn, and thecurrent slowdown in many eurozoneeconomies suggests this figure may grow.4The past two years have seen Europeanbanks dispose of loans with total facevalues in the tens of billions of euros.We expect the pace of loan sales toaccelerate over the next few years, asbanks seek to deleverage and maximisetheir returns on assets. Transactions willnot only come from markets like the US,the UK, Ireland and Spain where loansales are already running at significantlevels, but also from markets such asGermany and Italy where non-coreloans are substantial but deal activityhas so far been comparatively low. Loanportfolio transactions will be stimulatedby growing investor appetite, and by theincreasing willingness of banks facingrefinancing hurdles to ring-fence assetsfor disposal. A fresh wave of provisioningby European banks could also help tostimulate transactions by reducingbid-ask spreads.Of course, sales are not the onlymeans of deleveraging open to banks.Many non-core loans will refinancein the normal way or be subjected toaccelerated workout, and asset swapsor structured arrangements will alsoplay a role. Even so we expect loantransactions, already more significantthan in previous credit downturns, tobecome an increasingly important toolof banking strategy.Middle EastHigh oil prices and the associated flow ofmoney through the economy has helpedbanks in some parts of the Middle Eastto maintain high levels of liquidity. Bycontrast Dubai, in particular, has beenworking through the overhang of its realestate boom. These contrasting picturesand a focus on domestic and regionalinvestment have influenced recentbanking MA in the region. MiddleEastern banks’ appetite for outboundMA has been selective and led byQatari institutions; there is continuedinterest in nearby growth markets suchas Turkey, as well as European privatebanking assets and the growing role ofIslamic Banking in Central Asia and theFar East.Despite the long-term growth potentialof the Middle East, several internationalbanks based in Europe and NorthAmerica will continue to reduce theiractivities in the region, in part dueto the challenges faced back in theirhome markets. However, innate cautionamongst local banks about the risksof over-expansion or, in the case ofsome local banks, an inability to pick-up these divestments or teams untilthey have tidied up their own balancesheets are a dampening factor. In SaudiArabia, domestic banks are sizeableand well capitalised; this, combinedwith a conservative regulator meansopportunity for market penetrationor expansion by non-domestic banksremains restricted. Further, theimminent Saudi government mortgagefinancing fund will be an importantmilestone for the Saudi Arabianbanking market. However, the marketchanges afford an opportunity for otherinternational groups and selected moreliquid institutions to take advantage, andsecure expertise and a broader clientbase. Additionally there are early signs ofinterest from Chinese banks, as Chineseconstruction and engineering companieswin contracts in the region.Russia has nearly 1,000 banks but consolidation,although long anticipated, has yet to take off.1,0004 Based on internal PwC analysis
  8. 8. 8 PwC The Journal January 2013AfricaAfrica has the potential to generateincreasing volumes of banking MAover the next few years. Favourabledemographics and a central role inSAAAME trade are encouraging localand international players to increasetheir exposure to African banking.Further attractions include low levelsof banking penetration, African banks’strong levels of deposit funding andthe scope for buyers to improve targets’operational efficiency. In short, the casefor investment in African banking isgrowing.South African banks are among thoselooking to other African markets forfuture growth, and the country remainsthe leading gateway into Africa forforeign entrants. Most major domesticbanks already have internationalstrategic or equity partners, but thereis still potential for inbound MA.South Africa’s major banks’ earningsgrowth and returns on equity comparefavourably with those of global peers.5Nigeria is another market that offersgrowing potential for MA activity.The banking sector has gone throughseveral rounds of restructuring, mostrecently in response to regulatoryreforms and government interventionaimed at raising capital levels andstrengthening balance sheets. There isfurther scope for domestic consolidationand for international players to acquirenon-core businesses, divested by localbanks. Other African markets such asKenya have similar potential for bankingconsolidation and rationalisation, inaddition to their attractive growthprospects.5 ‘Creating growth despite uncertain times:South Africa – major banks analysis’,PricewaterhouseCoopers, 19.09.12
  9. 9. PwC The Journal January 2013 9Sovereign investorsSovereign wealth funds and other state-backed investors have been importantparticipants in banking MA since themiddle of the last decade. The financialcrisis has only increased their influence,but it has also made them more wary ofinvesting in mature banking markets.Sovereign investors continue to play arole, but their investment approachesvary widely. Most hope to realisegains, but while some focus on long-term engagement, others are open toopportunistic investments. When itcomes to banks, sovereign investorsusually have secondary motives, too.These can include promoting stability,exercising international influence, orpursuing social objectives.These mixed motives mean sovereigninvestors’ objectives are often opaque,making their role in banking MAunpredictable. Sovereign funds’ potentialfirepower also means that rumourscan easily disrupt potential deals. Untilsovereign investors develop clearer,more consistent approaches to investingin banks, this unpredictability is likely toremain a feature of their involvement inbanking MA.Private equityPrivate equity funds willing to invest inrisk-carrying banking businesses remainin the minority, but we believe this willchange over time as regulators becomemore comfortable with private equityownership. For simple reasons of scale,this is unlikely ever to involve largebanks, but private equity funds couldplay an increasingly important role,supplying capital to innovative bankingentrants.In contrast, the majority of private equityfunds will continue to be attracted tocommission-based businesses withlimited regulatory capital needs suchas asset management or paymentprocessing. Interest in banks’ non-coredisposals is only likely to grow, but giventhat many banks are also focusing onthese activities, competition for targetsmay become an increasing problem.Private equity involvement in bankingMA is increasingly global, with somefirms acquiring emerging markets’businesses from North Americanor European banks undergoingretrenchment. Some regulators,especially in Asia-Pacific, will remainsuspicious of private equity investors’motives. To win them over, more privateequity firms are recruiting bankingexecutives to their leadership teams.When it comes to banks, sovereigninvestors usually have secondary motives,too. These can include promoting stability,exercising international influence, orpursuing social objectives.
  10. 10. 10 PwC The Journal January 2013We should not expect banking MA to return to its previouslevel, nor to its previous patterns.In the short term, regulatory pressure on banks in thedeveloped markets means that valuable transactionopportunities are likely to be missed. The eurozone crisis willalso continue to contribute to barriers to banking MA, mostnotably uncertain valuations and weak deal confidence.In the longer term, patterns of banking MA will become morecomplicated – and less predictable. As banks’ motives for MAchange, deal strategies are already becoming less homogenous.Instead of recovering along a few tried and tested strategicpaths, banking deals will follow more routes, in moredirections, in more markets. Instead of returning to oldpatterns, banking MA will develop on a new and morecomplex template.Banking MA will also become more difficult. This is aboutmore than current problems over prices and valuations. Statebodies are being drawn evermore closely into MA decisions,and transactions will be more risky for the banks involved, forinvestors and for individual executives. Where strategicallyweak deals might once have been bailed out by a rising tide ofcredit, deal synergies will need to be more compelling. As inother industries, it will become more important, not justto pick the right market, but also the right target.The corollary of this is that the ability to successfully initiate,complete and integrate banking transactions will become ararer and more valuable strategic strength than ever before.For the banks, it is all to play for.All changeBanking MA has changed significantly in recentyears, is evolving rapidly, and will continue todevelop in new directions. There are cyclical factorsat work, but this should not disguise thefact that permanent changes aretaking place.Luck favours the prepared: Questions to consider• As portfolio rebalancing continues, will banks focuson core and home markets, or on expanding intohigher return segments? Will any be able to achieveboth goals?• Will we reach a point where the intangible benefitsof simplification force banks to sell non-core assets,almost irrespective of price?• Will the increasing openness of some bankingregulators to private equity investment lead to a newera – for banks and for private equity?• As the dominance of global banking shifts from theUS and Europe towards other regions, will we seecorresponding growth in MA involving emergingmarkets’ banks?• What will be the underlying inspiration for the nextphase of inorganic growth in global banking –demographics, trade, technology, disintermediationor reintermediation, or shadow banking?• Will pressure from regulators and investorsprevent banks from capitalising on valuable MAopportunities, and if so, for how long?• Are banks – collectively and individually – buildingenough regulatory goodwill to be able to take anopportunistic approach to MA?• Will buyers continue to set tough financial hurdlesfor banking MA, or will strategic considerationsregain their dominance in decision-making? Canbanks satisfy both criteria?• As patterns of banking MA become morecomplex and less predictable, will strategy anddeal professionals need to improve their scenariomodelling capabilities?
  11. 11. PwC The Journal January 2013 11ContactsIf you would like to discuss any of the issuesraised in this paper in more detail, pleasecontact one of the following or your usualPwC contact.Nick PagePwC (UK)+44 (0) 20 7213 AndersonPwC (UK)+44 (0) 20 7804 AshkarPwC (Lebanon)+961 1 CannPwC (Russia)+7 495 967 ChanPwC (Hong Kong)+852 2289 MacKinlayPwC (Canada)+416 815 MarraPwC (US)+646 471 NyePwC (Brazil)+55 11 3674 PhillipsPwC (Hong Kong)+852 2289 ThompsonPwC (UK)+44 (0) 20 7213 WeaverPwC (US)+312 298 LastPwC (Singapore)+65 6236
  12. 12. publication has been prepared for general guidance on matters of interest only, and does not constitute professional advice. You should not act upon the information containedin this publication without obtaining specific professional advice. No representation or warranty (express or implied) is given as to the accuracy or completeness of the informationcontained in this publication, and, to the extent permitted by law, PwC does do not accept or assume any liability, responsibility or duty of care for any consequences of you oranyone else acting, or refraining to act, in reliance on the information contained in this publication or for any decision based on it.PwC helps organisations and individuals create the value they’re looking for. We’re a network of firms in 158 countries with more than 180,000 people who are committed todelivering quality in assurance, tax and advisory services. Tell us what matters to you and find out more by visiting us at© 2013 PwC. All rights reserved. PwC refers to the PwC network and/or one or more of its member firms, each of which is a separate legal entity. Please see further details.