Merger in Banking Sector

Merger in Banking Sector
1: Introduction of Mergers & Acquisitions
INTRODUCTION
We have been learning about the companies coming together to from another company and companies taking over the existing companies to expand their business.
With recession taking toll of many Indian businesses and the feeling of insecurity surging over our businessmen, it is not surprising when we hear about the immense numbers of corporate restructurings taking place, especially in the last couple of years. Several companies have been taken over and several have undergone internal restructuring, whereas certain companies in the same field of business have found it beneficial to merge together into one company.
In this context, it would be essential for us to understand what corporate restructuring and mergers and acquisitions are all about.
All our daily newspapers are filled with cases of mergers, acquisitions, spin-offs, tender offers, & other forms of corporate restructuring. Thus important issues both for business decision and public policy formulation have been raised. No firm is regarded safe from a takeover possibility. On the more positive side Mergers & Acquisitions may be critical for the healthy expansion and growth of the firm. Successful entry into new product and geographical markets may require Mergers & Acquisitions at some stage in the firm's development. Successful competition in international markets may depend on capabilities obtained in a timely and efficient fashion through Mergers & Acquisition's. Many have argued that mergers increase value and efficiency and move resources to their highest and best uses, thereby increasing shareholder value. .
1 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector To opt for a merger or not is a complex affair, especially in terms of the technicalities involved. We have discussed almost all factors that the management may have to look into before going for merger. Considerable amount of brainstorming would be required by the managements to reach a conclusion. e.g. a due diligence report would clearly identify the status of the company in respect of the financial position along with the net worth and pending legal matters and details about various contingent liabilities. Decision has to be taken after having discussed the pros & cons of the proposed merger & the impact of the same on the business, administrative costs benefits, addition to shareholders' value, tax implications including stamp duty and last but not the least also on the employees of the Transferor or Transferee Company.
WHAT IS MERGER
Merger is defined as combination of two or more companies into a single company where one survives and the others lose their corporate existence. The survivor acquires all the assets as well as liabilities of the merged company or companies. Generally, the surviving company is the buyer, which retains its identity, and the extinguished company is the seller.
Merger is also defined as amalgamation. Merger is the fusion of two or more existing companies. All assets, liabilities and the stock of one company stand transferred to Transferee Company in consideration of payment in the form of:
Equity shares in the transferee company, Debentures in the transferee company, Cash, or A mix of the above modes.
Merger in Banking Sector WHAT IS ACQUISITION
Acquisition in general sense is acquiring the ownership in the property. In the context of business combinations, an acquisition is the purchase by one company of a controlling interest in the share capital of another existing company.
Methods of Acquisition:
An acquisition may be affected by:
(a) agreement with the persons holding majority interest in the company management like members of the board or major shareholders commanding majority of voting power; (b) purchase of shares in open market; (c) to make takeover offer to the general body of shareholders; (d) purchase of new shares by private treaty; (e) Acquisition of share capital through the following forms of considerations viz. means of cash, issuance of loan capital, or insurance of share capital. Takeover: A takeover is acquisition and both the terms are used interchangeably. Takeover differs from merger in approach to business combinations i.e. the process of takeover, transaction involved in takeover, determination of share exchange or cash price and the fulfillment of goals of combination all are different in takeovers than in mergers. For example, process of takeover is unilateral and the offeror company decides about the maximum price. Time taken in completion of transaction is less in takeover than in mergers, top management of the offeree company being more co-operative.
Merger in Banking Sector De-merger or corporate splits or division:
De-merger or split or divisions of a company are the synonymous terms signifying a movement in the company.
What will it take to succeed?
Funds are an obvious requirement for would-be buyers. Raising them may not be a problem for multinationals able to tap resources at home, but for local companies, finance is likely to be the single biggest obstacle to an acquisition. Financial institution in some Asian markets are banned from leading for takeovers, and debt markets are small and illiquid, deterring investors who fear that they might not be able to sell their holdings at a later date. The credit squeezes and the depressed state of many Asian equity markets have only made an already difficult situation worse. Funds apart, a successful Mergers & Acquisition growth strategy must be supported by three capabilities: deep local networks, the abilities to manage uncertainty, and the skill to distinguish worthwhile targets. Companies that rush in without them are likely to be stumble.
2: Purpose of Mergers & Acquisitions

The purpose for an offeror company for acquiring another company shall be reflected in the corporate objectives. It has to decide the specific objectives to be achieved through acquisition. The basic purpose of merger or business combination is to achieve faster growth of the corporate business. Faster growth may be had through product improvement and competitive position.
Other possible purposes for acquisition are short listed below: -
(1) Procurement of supplies:
1. to safeguard the source of supplies of raw materials or intermediary product; 2. to obtain economies of purchase in the form of discount, savings in transportation costs, overhead costs in buying department, etc.; 3. to share the benefits of suppliers economies by standardizing the materials.
(2) Revamping production facilities:
1. to achieve economies of scale by amalgamating production facilities through more intensive utilization of plant and resources; 2. to standardize product specifications, improvement of quality of product, expanding market and aiming at consumers satisfaction through strengthening after sale services; 3. to obtain improved production technology and know-how from the offeree company 4. to reduce cost, improve quality and produce competitive products to retain and 5. Improve market share.
(3) Market expansion and strategy:
1. to eliminate competition and protect existing market; 2. to obtain a new market outlets in possession of the offeree; 3. to obtain new product for diversification or substitution of existing products and to enhance the product range; 4. strengthening retain outlets and sale the goods to rationalize distribution; 5. to reduce advertising cost and improve public image of the offeree company; 6. Strategic control of patents and copyrights.
(4) Financial strength:
1. to improve liquidity and have direct access to cash resource; 2. to dispose of surplus and outdated assets for cash out of combined enterprise; 3. to enhance gearing capacity, borrow on better strength and the greater assets backing; 4. to avail tax benefits; 5. to improve EPS (Earning Per Share).
(5) General gains:
1. To improve its own image and attract superior managerial talents to manage its affairs; 2. To offer better satisfaction to consumers or users of the product.
(6) Own developmental plans: The purpose of acquisition is backed by the offer or companys own developmental plans. A company thinks in terms of acquiring the other company only when it has arrived at its own development plan to expand its operation having examined its own internal strength where it might not have any problem of taxation, accounting, valuation, etc. but might feel resource 6 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector constraints with limitations of funds and lack of skill managerial personnels. It has to aim at suitable combination where it could have opportunities to supplement its funds by issuance of securities, secure additional financial facilities, eliminate competition and strengthen its market position.
(7) Strategic purpose:
The Acquirer Company view the merger to achieve strategic objectives through alternative type of combinations which may be horizontal, vertical, product expansion, market extensional or other specified unrelated objectives depending upon the corporate strategies. Thus, various types of combinations distinct with each other in nature are adopted to pursue this objective like vertical or horizontal combination.
(8) Corporate friendliness:
Although it is rare but it is true that business houses exhibit degrees of cooperative spirit despite competitiveness in providing rescues to each other from hostile takeovers and cultivate situations of collaborations sharing goodwill of each other to achieve performance heights through business combinations. The combining corporate aim at circular combinations by pursuing this objective.
(9) Desired level of integration:
Mergers and acquisition are pursued to obtain the desired level of integration between the two combining business houses. Such integration could be operational or financial. This gives birth to conglomerate combinations. The purpose and the requirements of the offeror company go a long way in selecting a suitable partner for merger or acquisition in business combinations.
3: Types of Mergers
Merger or acquisition depends upon the purpose of the offeror company it wants to achieve. Based on the offerors objectives profile, combinations could be vertical, horizontal, circular and conglomeratic as precisely described below with reference to the purpose in view of the offeror company.
(A) Vertical combination:
A company would like to takeover another company or seek its merger with that company to expand espousing backward integration to assimilate the resources of supply and forward integration towards market outlets. The acquiring company through merger of another unit attempts on reduction of inventories of raw material and finished goods, implements its production plans as per the objectives and economizes on working capital investments. In other words, in vertical combinations, the merging undertaking would be either a supplier or a buyer using its product as intermediary material for final production.
The following main benefits accrue from the vertical combination to the acquirer company i.e.
(1) it gains a strong position because of imperfect market of the intermediary products, scarcity of resources and purchased products;
(2) Has control over products specifications.
(B) Horizontal combination:
Merger in Banking Sector It is a merger of two competing firms which are at the same stage of industrial process. The acquiring firm belongs to the same industry as the target company. The mail purpose of such mergers is to obtain economies of scale in production by eliminating duplication of facilities and the operations and broadening the product line, reduction in investment in working capital, elimination in competition concentration in product, reduction in advertising costs, increase in market segments and exercise better control on market.
(C) Circular combination:
Companies producing distinct products seek amalgamation to share common distribution and research facilities to obtain economies by elimination of cost on duplication and promoting market enlargement. The acquiring company obtains benefits in the form of economies of resource sharing and diversification.
(D) Conglomerate combination:
It is amalgamation of two companies engaged in unrelated industries like DCM and Modi Industries. The basic purpose of such amalgamations remains utilization of financial resources and enlarges debt capacity through re-organizing their financial structure so as to service the shareholders by increased leveraging and EPS, lowering average cost of capital and thereby raising present worth of the outstanding shares. Merger enhances the overall stability of the acquirer company and creates balance in the companys total portfolio of diverse products and production processes.
4: Advantages of Mergers
Mergers and takeovers are permanent form of combinations which vest in management complete control and provide centralized administration which are not available in combinations of holding company and its partly owned subsidiary. Shareholders in the selling company gain from the merger and takeovers as the premium offered to induce acceptance of the merger or takeover offers much more price than the book value of shares. Shareholders in the buying company gain in the long run with the growth of the company not only due to synergy but also due to boots trapping earnings.
Motivations for mergers and acquisitions
Mergers and acquisitions are caused with the support of shareholders, managers ad promoters of the combing companies. The factors, which motivate the shareholders and managers to lend support to these combinations and the resultant consequences they have to bear, are briefly noted below based on the research work by various scholars globally.
(1) From the standpoint of shareholders
Investment made by shareholders in the companies subject to merger should enhance in value. The sale of shares from one companys shareholders to another and holding investment in shares should give rise to greater values i.e. the opportunity gains in alternative investments. Shareholders may gain from merger in different ways viz. from the gains and achievements of the company i.e. through
(a) (b) (c) (d) (e)
realization of monopoly profits; economies of scales; diversification of product line; acquisition of human assets and other resources not available otherwise; Better investment opportunity in combinations.
One or more features would generally be available in each merger where shareholders may have attraction and favour merger.
(2) From the standpoint of managers
Managers are concerned with improving operations of the company, managing the affairs of the company effectively for all round gains and growth of the company which will provide them better deals in raising their status, perks and fringe benefits. Mergers where all these things are the guaranteed outcome get support from the managers. At the same time, where managers have fear of displacement at the hands of new management in amalgamated company and also resultant depreciation from the merger then support from them becomes difficult.
(3) Promoters gains
Mergers do offer to company promoters the advantage of increasing the size of their company and the financial structure and strength. They can convert a closely held and private limited company into a public company without contributing much wealth and without losing control.
(4) Benefits to general public
Merger in Banking Sector Impact of mergers on general public could be viewed as aspect of benefits and costs to: (a) Consumer of the product or services; (b) Workers of the companies under combination; (c) (a) Consumers
The economic gains realized from mergers are passed on to consumers in the form of lower prices and better quality of the product which directly raise their standard of living and quality of life. The balance of benefits in favour of consumers will depend upon the fact whether or not the mergers increase or decrease competitive economic and productive activity which directly affects the degree of welfare of the consumers through changes in price level, quality of products, after sales service, etc.
(b) Workers community
The merger or acquisition of a company by a conglomerate or other acquiring company may have the effect on both the sides of increasing the welfare in the form of purchasing power and other miseries of life. Two sides of the impact as discussed by the researchers and academicians are: firstly, mergers with cash payment to shareholders provide opportunities for them to invest this money in other companies which will generate further employment and growth to uplift of the economy in general. Secondly, any restrictions placed on such mergers will decrease the growth and investment activity with corresponding decrease in employment. Both workers and communities will suffer on lessening job opportunities, preventing the distribution of benefits resulting from diversification of production activity.
5: Procedure of Mergers & Acquisitions

Public announcement:
To make a public announcement an acquirer shall follow the following procedure:
1. Appointment of merchant banker: The acquirer shall appoint a merchant banker registered as category I with SEBI to advise him on the acquisition and to make a public announcement of offer on his behalf.
2. Use of media for announcement:
Public announcement shall be made at least in one national English daily one Hindi daily and one regional language daily newspaper of that place where the shares of that company are listed and traded.
3. Timings of announcement:
Public announcement should be made within four days of finalization of negotiations or entering into any agreement or memorandum of understanding to acquire the shares or the voting rights.
4. Contents of announcement:
Public announcement of offer is mandatory as required under the SEBI Regulations. Therefore, it is required that it should be prepared showing therein the following information: 13 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector (1) Paid up share capital of the target company, the number of fully paid up and partially paid up shares.
(2) Total number and percentage of shares proposed to be acquired from public subject to minimum as specified in the sub-regulation (1) of Regulation 21 that is:
a) The public offer of minimum 20% of voting capital of the company to the shareholders; b) The public offer by a raider shall not be less than 10% but more than 51% of shares of voting rights. Additional shares can be had @ 2% of voting rights in any year.
(3) The minimum offer price for each fully paid up or partly paid up share;
(4) Mode of payment of consideration;
(5) The identity of the acquirer and in case the acquirer is a company, the identity of the promoters and, or the persons having control over such company and the group, if any, to which the company belong;
(6) The existing holding, if any, of the acquirer in the shares of the target company, including holding of persons acting in concert with him;
(7) Salient features of the agreement, if any, such as the date, the name of the seller, the price at which the shares are being acquired, the manner of payment of the consideration and the number and percentage of shares in respect of which the acquirer has entered into the agreement to acquirer the shares or the consideration, monetary or otherwise, for the acquisition of control over the target company, as the case may be;
Merger in Banking Sector (8) The highest and the average paid by the acquirer or persons acting in concert with him for acquisition, if any, of shares of the target company made by him during the twelve month period prior to the date of the public announcement;
(9) Objects and purpose of the acquisition of the shares and the future plans of the acquirer for the target company, including disclosers whether the acquirer proposes to dispose of or otherwise encumber any assets of the target company: Provided that where the future plans are set out, the public announcement shall also set out how the acquirers propose to implement such future plans;
(10) The specified date as mentioned in regulation 19;
(11) The date by which individual letters of offer would be posted to each of the shareholders;
(12) The date of opening and closure of the offer and the manner in which and the date by which the acceptance or rejection of the offer would be communicated to the share holders;
(13) The date by which the payment of consideration would be made for the shares in respect of which the offer has been accepted;
(14) Disclosure to the effect that firm arrangement for financial resources required to implement the offer is already in place, including the details regarding the sources of the funds whether domestic i.e. from banks, financial institutions, or otherwise or foreign i.e. from Non-resident Indians or otherwise;
(15) Provision for acceptance of the offer by person who own the shares but are not the registered holders of such shares. 15 C.K.T.Institute of Management, Studies & Research
6: Mergers in the Banking Sector

ICICI Bank INTRODUCTION
ICICI Bank (formerly Industrial Credit and Investment Corporation of India) is India's largest private bank. ICICI Bank has total assets of about Rs.20.05bn (end-Mar 2007), a network of over 550 branches and offices, and about 2000 ATMs. ICICI Bank offers a wide range of banking products and financial services to corporate and retail customers through a variety of delivery channels and through its specialized subsidiaries and affiliates in the areas of investment banking, life and non-life insurance, venture capital and asset management. ICICI Bank's equity shares are listed in India on stock exchanges at Kolkata and Vadodara, the Stock Exchange, Mumbai and the National Stock Exchange of India Limited and its ADRs are listed on the New York Stock Exchange (NYSE). The industrial Credit and Investment Corporation of India Limited now known as ICICI Ltd. was founded b the World bank, the Government of India and representatives of private industry on January 5, 1955. The objective was to encourage and assist industrial development and investment in India. Over the years, ICICI has evolved into a diversified financial institution. ICICIs principal business activities include: Project Finance Infrastructure Finance Corporate Finance Securitization
Merger in Banking Sector Leasing Deferred Credit Consultancy services Custodial services
The ICICI Groups draws its strength from the core competencies of its individual companies. Today, top Indian Corporate look towers ICICI as a business partner for providing solutions to their varied financial requirements. The Group also offers a gamut of personal finance solutions to individuals. To lead the financial services into the new millennium, the Group is now truly positioned as a Virtual Universal Bank. The liberalization of the Indian economy in the 1990s offered ICICI an opportunity to provide a wide range of financial services. For regulatory and strategic reasons, ICICI set up specialized subsidiaries in the areas of commercial banking, investment banking, non- banking finance, investor servicing brooking, venture capital financing and state level infrastructure financing.
ICICI plans to focus on its retail finance business and expect the same to contribute upto 15-20 % of its turnover in the next five years. It is trying to change the perception that it is a corporate oriented bank. The bank hard selling its image as a retail segment bank has for the first time come up with an advertisement that addresses its products at the individual. This is to drive home the point that the bank has product and services catering to all individuals. For this purpose the network of ICICI Bank shall come into use. The parent plants to sell its products and also raise retail funds through the banking subsidiary.
Merger in Banking Sector THE ICICI GROUP COMPRISES OF:
ICICI Bank Limited, a commercial bank that provides both retail and wholesale products
ICICI Securities and Finance Company Limited (ICICI Securities), An investment bank that offers a wide range of fee based services with the support of ICICI Brokerage services Limited (ICICI Brokerage)
ICICI Credit Corporation Limited ( ICICI Credit), a non- banking finance company that provides a retail distribution channel for the groups retail products, supported by ICICI Capital Services Limited (ICICI Capital) ICICI Investors Services Limited (ICICI Services), offering quality investor servicing ICICI Venture Funds Management Limited (ICICI Venture), a venture capital company ICICI international Limited, an off shore investment management company
Merger in Banking Sector Considering the above-mentioned point an attempt has been made to envisage a merger of ICICI Limited with ICICI Limited.
Mr. K.V. Kamath, CEO of ICICI Limited, has recently voiced the intentions of ICICI Limited towards banking and ICICI Bank. ICICI Limited is endeavoring to forge a closer relationship with ICICI bank. Mr. K V Kamath recently quoted in a leading daily Banking is dead. Universal banking is in offering with a whole range of financial products and services. the basic idea is for banks to do business along with banking. Bankers will have to emerge as businessmen.
ICICI Bank is a focused banking company coping with the changing times of the banking industry. So it can be a lucrative target for other player in the same line of operations. However, when merged with ICICI Limited the attraction is reduced manifold considering the magnitude of operations of the ICICI limited.
Of course, one would still need a bank to open letters of credit, offer guarantees, handle documentation, and maintain current account facilities etc. so banks will not superfluous. But nobody needs so many of them any more.
Secondly, besides credit, a customer may also want from a bank efficient cash management, advisory services and market research on his product. Thus the importance of fee based is increasing in comparison with the fund-based income.
The following table shows a general comparison of three main classes of banks.
Particulars Cost of funds
PSU Banks
Pvt. Banks (old) Moderate
Pvt. Banks (old) High Low
Low Branch network Wide Spread Level of Automation NPAs Capital Adequacy Low High Moderate Low Employee Productivity Focus on Noninterest Income Low
Regional Moderate Low Low Moderate High
High Low High High High
In the present era of economic liberalization and free market policy, the mergers, acquisitions and takeovers have become regular phenomenon. Mergers and acquisitions normally take place between week and strong or by mutual understanding. While deciding upon the mergers, the financial implications and prospectus of future business growth is taken into consideration.
ICICI Bank is arguably the most aggressive bank in the country and can rightfully claim credit for the spread of retail financing in the country. Formed by the reverse merger of former ICICI with its banking subsidiary, the bank has been highly focused on expanding its retail portfolio which it believes would be the major growth driver in future.
The bank had to overcome several legacy issues after the merger with ICICI. The erstwhile financial institution had stockpile of bad loans in its books, a result of liberal financing to large industrial projects like steel units in the '90s. To its credit, the bank has
successfully cleaned its balance sheet and net bad loans as a percentage of advances have gone down significantly.
Besides the well established corporate banking division, ICICI Bank has the largest market share among all banks in retail or consumer financing. Its growth rate in home loans exceeds more established HDFC and its total home loan portfolio would go past HDFC in a few years at current growth rates.
ICICI Bank is the largest issuer of credit cards in the country. It was the first bank to offer a wide network of ATM's and had the largest network of ATM's till recently, before SBI caught up with it.
The bank is expanding rapidly in overseas markets. It has operations in the UK, Hong Kong and Canada. It acquired a small bank in Russia recently. It has tie-ups with major banks in the US and China. The bank is aggressively targeting the NRI (Non Resident Indian) population for expanding its business. It already offers money transfer facilities to India from most major countries across the globe.
For the overseas markets, ICICI has a unique strategy. The bank has successfully reduced operating costs by doing all processing and back office work in India. It maintains only a front office customer interface in overseas locations. These cost savings help the bank to offer higher rates on deposits.
ICICI Bank Financials ICICI DEMAT SERVICES

About ICICI Bank Demat Services ICICI Bank Demat Services is arguably the most aggressive demat services bank in the country and can rightfully claim credit for the spread of its online trading services in the country.
Products and Services
A product for every need: ICICIdirect.com is the most comprehensive website, which allows you to invest in Shares, Mutual funds, Derivatives (Futures and Options) and other financial products. Simply put we offer you a product for every investment need of yours.
1. Trading in shares: ICICIdirect.com offers you various options while trading in shares. Cash Trading: This is a delivery based trading system, which is generally done with the intention of taking delivery of shares or monies.
Margin Trading: You can also do an intra-settlement trading upto 3 to 4 times your available funds, wherein you take long buy/ short sell positions in stocks with the intention of squaring off the position within the same day settlement cycle. Margin PLUS Trading: Through Margin PLUS you can do an intra-settlement trading unto 25 times your available funds, wherein you take long buy/ short sell positions in stocks with the intention of squaring off the position within the same day settlement cycle. MarginPLUS will give a much higher leverage in your account against your limits.
Spot Trading: This facility can be used only for selling your demat stocks which are already existing in your demat account. When you are looking at an immediate liquidity option, 'Cash on Spot' may work the best for you, On selling shares through "cash on spot",
Merger in Banking Sector money is credited to your bank a/c the same evening & not on the exchange payout date. This money can then be withdrawn from any of the ICICI Bank ATMs.
BTST : Buy Today Sell Tomorrow (BTST) is a facility that allows you to sell shares even on 1st and 2nd day after the buy order date, without you having to wait for the receipt of shares into your demat account.
Call Trade: Call Trade allows you to call on a local number in your city & trade on the telephone through our Customer Service Executives. This facility is currently available in over 11 major states across India.
Trading on NSE/BSE: Through ICICIdirect.com, you can trade on NSE as well as BSE.Market Order: You could trade by placing market orders during market hours that allows you to trade at the best obtainable price in the market at the time of execution of the order.
The pre--merger status of ICICI Bank is as follows: it had liabilities of Rs.12,073 crore, equity market capitalization of Rs.2,466 crore and equity volatility of 0.748. Working through options reasoning, we find that this share price and volatility are consistent with assets worth Rs.13,249 crore with volatility 0.15. Thus, ICICI bank had assets which are 9.7% ahead of liabilities, which is roughly consistent with the spirit of the Basle Accord, and has leverage of 5.37 times.
History of ICICI Bank
The World Bank, the Government of India and representatives of Indian industry form ICICI Limited as a development finance institution to provide medium-term and long-term project financing to Indian businesses in 1955. 1994 ICICI establishes ICICI Bank as a subsidiary.
1999 ICICI becomes the first Indian company and the first bank or financial institution from non-Japan Asia to list on the NYSE.
2001 ICICI acquired Bank of Madura (est. 1943). Bank of Madura was a Chettiar bank, and had acquired Chettinad Mercantile Bank (est. 1933) and Illanji Bank (established 1904) in the 1960s.
2002 The Boards of Directors of ICICI and ICICI Bank approve the merger of ICICI, ICICI Personal Financial Services Limited and ICICI Capital Services Limited, with ICICI Bank. After receiving all necessary regulatory approvals, ICICI integrates the group's financing and banking operations, both wholesale and retail, into a single.
Bank of Madura
INTRODUCTION
The pre--merger status of Bank of Madura is as follows: it had liabilities of Rs.4,444 crore, equity market capitalization of Rs.100 crore and equity volatility of 0.69. Working through options reasoning, we may say that the stock market thinks that its assets are worth Rs.4, 095 crore with a volatility of 0.02. Hence, BoM is bankrupt (with assets which are Rs.350 crore behind liabilities) and has a leverage of 41 times. If we needed to bring BoM up to a point where its assets were 10% ahead of liabilities, which is broadly consistent with the Basle Accord, this would require an infusion of Rs.800 crore of equity capital. How do we combine these to think of the merged entity? Assets and liabilities are additive, so the total assets of the merged entity would prove to be roughly Rs.17,345 crore and the liabilities would prove to be Rs.16,517 crore. The merged entity would hence need roughly Rs.800 crore of fresh equity capital in order to come up to a point where assets were at least 10% ahead of liabilities.
How can we estimate the market capitalization of the merged entity? The value of equity is the value of a call option on the assets of the merged entity. Pricing the call requires an estimate of the volatility of the merged assets, i.e. it requires knowledge of the extent to which the assets of the two banks are uncorrelated. We find that using values of the correlation coefficient ranging from 80% to 95%, the volatility of assets of the merged entity proves to be around 0.12. In this case, the valuation of the call option, i.e. an estimate of the market capitalization of the merged entity, proves to be roughly Rs.2,500 crore.
This number is not far from the pre--merger market capitalization of ICICI Bank, which was Rs.2,466 crore. Hence, we can say that on purely financial arguments, the merger is roughly neutral to ICICI Bank shareholders if BoM was merged into ICICI Bank for free. Indeed, if
Merger in Banking Sector banking regulators took their jobs more seriously, they would force the shareholders of BoM to walk into such a merger at a zero share price as a way of reducing
the number of bankrupt banks in India by one. Such a forced-merger would be a politically easier alternative for the RBI when compared with closing down BoM.
The shareholders of ICICI Bank have paid a non-zero fee for BoM. This reflects a hope that the products and processes of ICICI Bank will rapidly improve the value of assets of BoM in order to compensate. In addition, the merged entity will have to rapidly raise roughly Rs.800 crore of equity capital to obtain a 10% buffer between assets and liabilities.
Hence, this proposed merger is a godsend for BoM, which was otherwise a bankrupt entity which was headed for closure given the low probability that it would manage to raise Rs.800 crore of equity on a base of Rs.100 crore of market capitalization. It is useful to observe that BoM probably did not see things in this way, given the willingness of India's banking regulators to interminably tolerate the existence of bankrupt banks. Closure of BoM would normally involve pain for BoM's shareholders and workers; instead both groups will get an extremely pleasant ride if the merger goes through.
The proposed merger is a daunting problem for ICICI Bank. It will need to rapidly find roughly Rs.800 crore in equity. If India's banking regulators were serious about capital adequacy, ICICI Bank should have to pay roughly zero to merge with BoM (it is doing a favour to BoM and to India's banking system); instead ICICI Bank has paid a positive price for BoM. The key question that will be answered in the next two/three years is: Will ICICI Bank's superior knowledge of products and processes revitalize the assets and employees of BoM, and generate shareholder value in the merged entity? ICICI's top management clearly thinks so, and it would be a very happy outcome if this did indeed happen . The proposed merger is a good thing for India's economy, since the headcount of bankrupt banks will go down by one, and there is a possibility of obtaining higher value added out of the poorly utilized assets and employees of BoM. If the merger goes through, then it will 26 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector reduce the say of the management team of BoM in India's resource allocation, which is a good thing.
7: Procedure of Bank Merger
The procedure for merger either voluntary or otherwise is outlined in the respective state
statutes/ the Banking regulation Act. The Registrars, being the authorities vested with the responsibility of administering the Acts, will be ensuring that the due process prescribed in the Statutes has been complied with before they seek the approval of the RBI. They would also be ensuring compliance with the statutory procedures for notifying the amalgamation after obtaining the sanction of the RBI.
Before deciding on the merger, the authorized officials of the acquiring bank
and the
merging bank sit together and discuss the procedural modalities and financial terms. After the conclusion of the discussions, a scheme is prepared incorporating therein the all the details of both the banks and the area terms and conditions.
Once the scheme is finalized, it is tabled in the meeting of Board of directors of
respective banks. The board discusses the scheme thread bare and accords its approval if the proposal is found to be financially viable and beneficial in long run.
After the Board approval of the merger proposal, an extra ordinary general meeting of the
shareholders of the respective banks is convened to discuss the proposal and seek their approval.
After the board approval of the merger proposal, a registered valuer is appointed to
valuate both the banks. The valuer valuates the banks on the basis of its share capital, market capital, assets and liabilities, its reach and anticipated growth and sends its report to the respective banks.
Once the valuation is accepted by the respective banks , they send the proposal along 28 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector with all relevant documents such as Board approval, shareholders approval, valuation report etc to Reserve Bank of India and other regulatory bodies such Security & exchange board of India SEBI for their approval.
After obtaining approvals from all the concerned institutions, authorized officials of both
the banks sit together and discuss and finalize share allocation proportion by the acquiring bank to the shareholders of the merging bank SWAP ratio
After completion of the above procedures , a merger and acquisition agreement is signed
by the bank
8: RBI Guidelines for Mergers Of Banks
With a view to facilitating consolidation and emergence of strong entities and providing an avenue for non disruptive exit of weak/unviable entities in the banking sector, it has been decided to frame guidelines to encourage merger/amalgamation in the sector.
1. Reserve Bank of India may consider proposals for merger and amalgamation in the following
circumstances:
(i) When the net worth of the acquired bank is positive and the acquirer bank assures to protect entire deposits of all the depositors of the acquired bank. (ii) When the net worth of acquired bank is negative and the acquirer bank on its own assures to protect deposits of all the depositors of the acquired bank. (iii) When the net worth of the acquired bank is negative and the acquirer bank assures
to protect the deposits of all the depositors of the acquired bank with financial support from the State Government extended upfront as part of the process of merger.
2. In all cases of merger/ amalgamation the financial parameters of the acquirer bank post merger should conform to the prescribed minimum prudential and regulatory requirement for banks.
3. The realizable value of assets has to be assessed through a process of due.
Merger in Banking Sector Although the Banking Regulation Act, 1949 (AACS) does not empower Reserve Bank to
formulate a scheme with regard to merger and amalgamation of banks, the State Governments have incorporated in their respective Acts a provision for obtaining prior sanction in writing, of RBI for an order, inter alia, for sanctioning a scheme of amalgamation or reconstruction.
The request for merger can emanate from banks registered under the same State Act or
from banks registered under the Multi State Co-operative Societies Act (Central Act) for takeover of a bank/s registered under State Act. While the State Acts specifically provide for merger of co-operative societies registered under them, the position with regard to take over of a co-operative bank registered under the State Act by a co-operative bank registered under the CENTRAL
Although there are no specific provisions in the State Acts or the Central Act for the
merger of a co-operative society under the State Acts with that under the Central Act, it is felt that, if all concerned including administrators of the concerned Acts are agreeable to order merger/ amalgamation, RBI may consider proposals on merits leaving the question of compliance with relevant statutes to the administrators of the Acts. In other words, Reserve Bank will confine its examination only to financial aspects and to the interests of depositors as well as the stability of the financial system while considering such proposals.
9: Information & Documents to be furnished by THE ACQUIRER OF BANKS
1. Draft scheme of amalgamation as approved by the Board of Directors of the acquirer bank.
2. Copies of the reports of the valuers appointed for the determination of realizable value of assets (net of amount payable to creditors having precedence over depositors) of the acquired bank.
3. Information which is considered relevant for the consideration of the scheme of merger including in particular:-
a. Annual reports of each of the Banks for each of the three completed financial years immediately preceding the proposed date for merger.
b. Financial results, if any, published by each of the Banks for any period subsequent to the financial statements prepared for the date of merger. financial year immediately preceding the proposed
c. Pro-forma combined balance sheet of the acquiring bank as it will appear consequent on the merger.
d. Computation based on such pro-forma balance sheet of the following:-
i. Tier I Capital ii. Tier II Capital 32 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector iii. Risk-weighted Assets iv. Gross and Net NPAs v. vi. Ratio of Tier I Capital to Risk-weighted Assets Ratio of Tier II Capital to Risk-weighted Assets
vii. Ratio of Total Capital to Risk-weighted Assets Viii. Tier I Capital to Total Assets ix. x. xi. Gross and Net NPAs to Advances Cash Reserve Ratio Statutory Liquidity Ratio
4. Information certified by the values as is considered relevant to understand the net realizable value of assets of the acquired bank including in particular:-
a. The method of valuation used by the values
b. The information and documents on which the values have relied and the extent of the verification, if any, made by the values to test the accuracy of such information
c. If the values have relied upon projected information, the names and designations of the persons who have provided such information by the values in relation to such information and the extent of verification, if any, made
10: Change in scenario of Banking Sector
1. The first mega merger in the Indian banking sector that of the HDFC Bank with Times Bank, has created an entity which is the largest private sector bank in the country.
2. The merger of the city bank with Travelers Group and the merger of Bank of America with Nation Bank have triggered the mergers and acquisition market in the banking sector world wide.
3. Europe and Japan are also on their way to restructure their financial sector thought merger and acquisitions. Merger will help banks with added money power, extended geographical reach with diversified branch Network, improved product mix, and economies of scale of operations. Merger will also help banks to reduced them borrowing cost and to spread total risk associated with the individual banks over the combined entity. Revenues of the combine entity are likely to shoot up due to more effective allocation of bank funds. ICICI Bank has initiated merger talks with Centurian Bank but due to difference arising over swap ration the merger didnt materialized. Now UTI Bank is egeing Centurian Bank. The proposed merger of UTI Bank and Centurian Bank will make them third largest private banks in terms of size and market Capitalization State Bank of India has also planned to merge seven of its associates or part of its long-term policies to regroup and consolidate its position. Some of the Indian Financial Sector players are already on their way for mergers to strengthen their existing base.
4. In India mergers especially of the PSBS may be subject to technology and trade union related problem. The strong trade union may prove to be big obstacle for the PSBS mergers. Technology of the merging banks to should complement each other NPA management. Management of efficiency, cost reduction, tough competition from the market players and strengthing of the capital base of the banks are some of the problem which can be faced by the merge entities. Mergers for private sector banks will be much smoother and easier as again that of PSBS. 34 C.K.T.Institute of Management, Studies & Research
THE BANKING SCENARIO HAS BEEN CHANGING AT FAST PLACE.
Bank traditionally just borrower and lenders, has started providing complete corporate and retail financial services to its customers
1. Technology drive has benefited the customers in terms of faster improve convenient banking services and Varity of financial products to suit their requirement. ATMs, Phone Banking, Net banking, Any time and Any where banking are the services which bank have started offering following the changing trend in sectors. In plastic money segment customer have also got a new option of debits cards against the earlier popular credit card. Earlier customers had to conduct their banking transaction within the restricted time frame of banking hours. Now banking hours are extended.
2. ATMs ,Phone banking and Net banking had enable the customer to transact as per their convince customer can now without money at any time and from any branch across country as certain their account transaction, order statements of their account and give instruction using the tally banking or on online banking services.
3. Bank traditionally involve working capital financing have started offering consumer loans and housing loans. Some of the banks have started offering travel loans, as well as many banks have started capitalizing on recent capital market boom by providing IPO finance to the investors.
4. IPO finance has received a positive response from the investor and is becoming popular among the masses. Retail financing is the other area where the banks have started to concentrate. The loan formalities to have been relaxed to a great extent and sanctioning time.
11: Merger of ICICI Bank with Bank of Madura
ICICI BANK
Merger
Merger of ICICI Bank with Bank of Madura

The proposed merger between ICICI Bank and Bank of Madura (BoM) is a remarkable one. The pre--merger market capitalization of ICICI Bank was roughly Rs.2500 crore while BoM was at roughly Rs.100 crore. BoM is known to have a poor asset portfolio. What will the merged entity be worth?
The key rationale underlying every merger is the question of synergy. Can ICICI Bank's products and technology bring new life to the 263 branches of BoM? Will ICICI Bank (which has 1,700 employees) be able to overcome the 2,600 employees that BoM carries, given that Indian labour law makes it troublesome and expensive to sack workers?
In applying these ideas to ICICI Bank and to BoM, we need to believe that the stock market effectively processes information to produce estimates of the price and volatility of the shares of both these banks. This assumption is suspect, because both securities have poor stock market liquidity. Hence, we should be cautious in interpreting the numbers shown here. There are many other aspects in which this reasoning leans on models, which are innately imperfect depictions of reality. However, these models are powerful tools for understanding the basic factors at work, and they probably convey the broad picture quite effectively.
The stock of ICICI Bank may be in the limelight on the back of the proposed acquisition of Bank of Madura.
Though the stock has gained sharply in the last two months after hitting a recent low of Rs 110, some upside may be left as the bank could get re-rated on account of the merger. Existing shareholders could hold their exposures in ICICI Bank while investors with an appetite for risk could contemplate exposures despite the impressive gains of the past few months. ICICI Bank continues to be one of the better options in the banking sector at the moment and the possible merger with ICICI may well be on the backburner.
Merger in Banking Sector The merger would pitchfork ICICI Bank as the leading private sector bank. The merger may be viewed favorably since Bank of Madura has focused strengths and a reasonably good quality balance sheet. The board of directors is to meet on December 11 to consider the merger.
It is quite likely that the swap ratio may be fixed in a manner that holds out a good deal for the shareholders of Bank of Madura. This may also be influenced by the fact that the Bank of Madura stock has gained sharply by around 70 per cent in the past fortnight in the homestretch to the deal.
As the acquisition is to be financed by issuance of stock, the rise in the market capitalization of Bank of Madura may mean a higher degree of equity issuance by ICICI Bank. But the price may well be worth paying as this is the only way that ICICI Bank may be able to get control over banks with reasonable quality balance sheets that could make a difference in the medium to long-term.
Bank of Madura has assets of Rs 3,988 crore and deposits of Rs 3,395 crore as of March 2000. The fact that the bank has a capital adequacy of 15.8 per cent with shareholder funds of Rs 263 crore may mean that ICICI Bank (post-merger phase) will have more leeway to pursue growth without expanding the equity base (other than paying for the acquisition). Strong capital adequacy, a strong beachhead on the Internet arena, a revamped IT architecture, a growing retail client base through a brick-and-click strategy, and improving asset quality and earnings growth are positive features as far as ICICI Bank is concerned.
Despite these factors, the share had been on a downtrend from after touching a high of Rs 271, eight months ago. The uptrend then was on the back of the announcement of its ADR issue and new technology initiatives. The subsequent downtrend was triggered by the possibility of the merger with its parent. There is continuing concern on asset quality of ICICI. It has been a stated goal of the ICICI group to go in for universal banking. It is clear that once regulatory hurdles are removed, such a possibility becomes distinctly feasible. But
Merger in Banking Sector given the battering that bank stock took, ICICI may now hesitate to pursue this path. Also ICICI Bank is the most visible investor-friendly face for the group in terms of returns to shareholders and it may well be maintained as a separate entity. In this backdrop, the stock may hold scope for improvement in the valuation of the stock.
Common bases on which the exchange ratio is determined are:

Earnings per share: - The exchange ratio may be based on the EPS of both the acquiring banks, and target banks. Earnings per share (EPS) are the earning attribute able to shareholders, which it reflected in the market price of share. This (P/E) relationship is known as price Earnings Ratio.
P/E Ratio is calculated by dividing current price of shares (P) by EPS or P/EPS. A higher P/E Ratio indicates that the companys earnings in the future will grow were as a low P/E Ratio indicates stagnancy in the earning in the future.
Share price (P) can be determined as
P = EPS X P/E Ratio. Book Value per share: - The relative book value per share is used to determine the exchange rate. Market Price per share: - The exchange ratio may be based on the relative market prices of two banks i.e. acquiring bank and target bank. When the shares of the two banks are actively traded the market prices will have a considerable hold. The market price is a reflection of bank current earning growth prospects and risk characteristics.
Merger in Banking Sector Capital adequacy ratio: - This indicates the risk exposure of the bank, the quality of assets and the capacity of the banks capital to sustain the risk level. The sustenance of bank is directly proportional to this ratio. However beyond a point, the higher the ratio would be may mean opportunities foregone.
Financial standing of ICICI Bank & Bank of Madura
Parameters
ICICI Bank 1998-1999 1999-2000

1129.90 9866.02 5030.96 105.43 196.81 19.64%
Bank of Madura 1998-1999

211.32 3013.00 1393.92 30.13 11.08 18.83%
1999-2000
247.83 3631.00 1665.42 45.58 11.08 14.25%
Net worth Total Deposit Advances Net Profit Share Capital Capital Adequacy Ratio
308.33 6072.94 3377.60 63.75 165.07 11.06%
Gross Advances / Gross NPs Net Advances / Net NPs
4.72%
2.54%
8.13%
11.09%
2.88%
1.53%
4.66%
6.23%
Source: Complied from Annual Report (March 2000) of ICICI Bank & Bank of Madura.
Merger in Banking Sector The Generation Gap:- The merger of 57 year old BOM sooth bared old generation bank with a fast growing technology say new Generation bank will help the latter and the start merger is likely to bring cheer to shareholder and bank employees of BOM and some amount of discomfort and anxiety to those of ICICI bank.
The scheme of amalgamation will increase the equity bank of ICICI Bank to RS 220.36 CR. ICICI Bank will issue 235.4-lakh share of RS 10 each to the shareholder of BOM. The merger entity will have an increase of a net base over RS 160 bn and deposit base of RS 131 bn. The merged entity will have 360 branches and a similar number of ATMs across the country and also enable the ICICI to serve a large customer bone of 1.2 million customers of BOM through a wider network, adding to the antoma bare to 2.7 million.
Managing rural branches: ICICI major branches are in major and cities, where as BOM spreads its wings mostly in semi urban and city segments of south India. There in a task ahead lying for the merged entity to increase dramatically the business mix of rural branches of BOM. On the other hand due to Geographical location of its branches and level of competition, it was said that ICICI Bank will have a tough time to cope with.
Managing software: Another task which stand on the way is technology while ICICI bank which is fully automatic. Quality of assets:- the nature of assets a bank is holding would signify its operational efficiency. Usually the level of Non performing Assets ( NPAS) judges the quality of assets. The lower the NAPS to total advances or total assets the better the quality is and vice versa.
Merger in Banking Sector Staff productivity: - One of the key area where banks can develop competition advantage. The measurement of staff productivity becomes one of the essential factors while measuring the performance of the banks. Liquidity:- While assessing the liquidity of a bank the most sought ratio is net loans to total assets. A rise in the net loans to total assets may be considered as a fall in the liquidity of the bank. Book Value per share:- It is simply the net worth of the company (which is equal to the paid up equity capital plus resource and surplus) divided by the number of outstanding equity shares. Earnings per share:- specific valuation per unit of investment given by Net income after income taxes and after dividends on preferred stock of the company. Net work:- Book value of a company is common stock, surplus, resources and retained earnings. Profitability: - the most crucial ratio in measuring the profitability is net profit of the bank. The ratio such as Net Interest Income (NIL) and Net Interest Margin (NIM) measure sustenance ability of the bank based on the spread. Entity is using the package, Banks 2000, BOM computerized 90 percent of its business and was converted with ISBS software.
The BOM branches are supposed to switch over to Banks 2000. Though it is not a difficult task, with 80% computer literate staff would need effective retraining which involves a cost. The ICICI Bank need to invest RS 50 core for upgrading BOMs 263 branches.
Merger in Banking Sector Managing Human Resources: One of the greatest challenges before ICICI Banks was managing human resources. When the head count of ICICI Bank was taken it in less than 1500 employees on the other hand BOM has over 2500.
The merged entity will have bout 4000 employees which will make it one of the largest banks among the new generation private sector banks. Th staff of ICICI Banks are drawn from 75 various banks mostly young qualified professionals with computer background and prefer to work in metro or by either with good remuneration packages.
While under the influence of tread unions most of the BOM employees have low career aspiration. The announcement by H.N. signor, CEO and MD of ICICI, that three would be no VRS or retrenchment, creates a new hope amongst the BOM employees. It is a tough task ahead to manage. On the other hand their pay would be revised up wards. It is not a Herevlean task to integrate two work welters? Managing Client Base:-
The clients base of ICICI Bank after merger, will be as 2.7 Million from it past 0.5 Million, as accumulation of 2.2 Million from BOM. The nature and quality of clients is not of uniform quality.
The BOM had built up it client base for a long time, in a hard way, on the basis of personalized services. in order to deal with the BOM clientele, the ICICI Bank needs to redefine its strategies to suit to the new clientele. The sentiments or a relationship of small and medium borrower is hurt it may be difficult for them to reestablish the relationship which could also hamper the image of the bank.
Merger in Banking Sector Crucial Parameters: -
Financial details of both the banks on the day of announcement are given below:
Name of the Bank
Bank of Madura
ICICI Bank
Book value of bank on the day of merger announcement Market price on the day announcement of merger 183.0 169.90 183.0 58.0
Earnings per share Dividend paid (in%) P/E Ratio
38% 55% 1.73
5.4 15% 783
Post Merger Issues:

While, BOM had an attractive business per employee figure of Rs.202 lakh, a better technological edge and had a vast base in southern India when compared to Federal bank. While all these factors sound good, a cultural integration would be a tough task ahead for ICICI Bank.
ICICI Bank has announced a merger with 57-year-old Bank of Madura, with 263 branches, out of which 82 of them are in rural areas, with most of them in southern India. As on the day of announcement of merger) 09-12-00), Kotak Mahindra group was holding about 12 percent stake in BOM, the Chairman BOM, Mr.K.M. Thaiagarajan, along with his associates was holding about 26 percent stake, Spic groups has about 4.7 percent, while LIC and UTI were having marginal holdings. The merger will give ICICI Bank a hold on South India market, which has high rate of economic development.
The board of Director at ICICI has contemplated the following synergies emerging from the merger:
Financial Capability: The amalgamation will enable them to have a stronger financial and operational structure, which is supposed to be capable of greater resource/deposit mobilization. And ICICI will emerge a one of the largest private sector banks in the country. Branch network: The ICICIs branch network would not only 264, but also increases geographic coverage as well as convenience to its customers.
Customer base: The emerged largest customer base will enable the ICICI bank to offer banking financial services and products and also facilitate cross-selling of products and services of the ICICI groups.
12. CONCLUSION
FUTURE OF M&A IN INDIAN BANKING
In Future, further opening up of the Indian banking sector is forecast to occur due to the changing regulatory environment (proposal for upto74% ownership by foreign banks in Indian banks). This will be an opportunity for foreign banks to enter the Indian market as with their huge capital reserves, cutting-edge technology, best international practices and skilled personnel they have a clear competitive advantage over Indian banks. However, excessive valuations may act as a deterrent, especially in the post-sub-prime era.
Persistent growth in Indian corporate sector and other segments provide further motives for M&As. Banks need to keep pace with the growing industrial and agricultural sectors to serve them effectively. A bigger player can afford to invest in required technology. Consolidation with global players can give the benefit of global opportunities in funds' mobilisation, credit disbursal, investments and rendering of financial services. Consolidation can also lower intermediation cost and increase reach to underserved segments.
The Narasimhan Committee (II) recommendations are also an important indicator of the future shape of the sector. There would be a movement towards a 3-tier structure in the Indian banking industry: 2-3large international banks; 8-10 national banks; and a few large local area banks. In addition, M&As in the future are likely to be more market-driven, instead of government-driven.
Based on the trends in the banking sector and the insights from the cases highlighted in this study, one can list some steps for the future which banks should consider, both in terms of consolidation and general business. Firstly, banks can work towards a synergy-based merger plan with minimization of technology-related expenditure as a goal. There is also a need to note that merger or large size is just a facilitator, but no guarantee for improved profitability on a sustained basis. Hence, the thrust should be on improving risk management capabilities, corporate governance and strategic business planning. In the short run, attempt options like 46 C.K.T.Institute of Management, Studies & Research
Merger in Banking Sector outsourcing, strategic alliances, etc. can be considered. Banks need to take advantage of this fast short, could changing time be a to environment, market is where product first who life mover wins cycles are
critical in
and
advantage in future.
decisive
factor
deciding
Post-M&A, the resulting larger size should not affect agility. The aim should be to create a nimble giant, rather than a
clumsy dinosaur. At the same time, lack of size should not be taken to imply irrelevance as specialized players can still seek to provide niche and boutique services
Merger in Banking Sector REFERENCES Webliography www.economictimes.indiatimes.com www.smfi.org www.moneycontrol.com www.icicibank.com www.karvy.com
Article: Narasimham Committee report on banking sector reforms

Merger in Banking Sector

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1: Introduction of Mergers & Acquisitions

1 C.K.T.Institute of Management, Studies & Research

2 C.K.T.Institute of Management, Studies & Research