4 Things to Know In Advance of Bank Director’s 2016 Acquire or Be Acquired Conference

Why banks are bought or sold involves much more than just the numbers making sense. Indeed, to successfully negotiate a merger transaction, buyers & sellers must bridge the gap between a number of financial, legal, accounting and social challenges. So in advance of this year’s biggest merger and acquisitions (M&A) conference, a few things I feel attendees of “AOBA” should know.

By Al Dominick, President & CEO, Bank Director

Starting this Sunday at the Arizona Biltmore, Bank Director’s team once again opens the doors to our annual Acquire or Be Acquired Conference — affectionately called “AOBA” (ay-oh-bah).  About this time last year, I wrote about a record turnout, one we will exceed in a few days when 925 men and women arrive at this architectural gem.

By design, the numbers I share in the image above only reflect key data from the financial institutions attending.  In fact, we are prepared to welcome another 60+ professional services firms and product companies to the Biltmore.   While I am particularly impressed by the caliber of support provided to the industry by our sponsoring companies, today’s post focuses on a handful of issues impacting the officers and directors joining us from strong and well performing community banks.

While big banks typically garner mainstream headlines — Wells Fargo, Citi, JPMorganChase and Bank of America account for a whopping $8.1 Trillion of the $17.3 Trillion assets held by banks in the U.S. — the buying and selling of banks takes place outside their domain.  The overwhelming majority of deals today involve community banks, many of whom have their CEOs attending AOBA.  So for this hugely influential audience, here are my key points to know and consider before the conference kicks off.

  • M&A remains attractive inasmuch as successful transactions improve operating leverage, earnings, efficiency and scale.
  • Today’s regulatory environment can hold up a deal — so it has become popular to note that banks can make acquisitions depending on how “clean” both the buyer and seller are + how big the resulting bank becomes.
  • As seen in their superior financial metrics (e.g. ROAA and ROAE), larger banks are growing and consistently outperforming smaller banks.
  • Small and mid-sized banks’ importance to the overall economy and select business sectors remains in place; however, their earnings potential is less diverse then big banks, making them more vulnerable to new competitors and shifts in pricing of financial products.

Certainly, the buying and selling of banks has been the industry’s “great game” for the last couple of decades.  As the conference agenda reflects, we dive deeper into topics like these and look at pre-deal considerations, post-integration challenges and everything in between.  So for those not able to join us — but interested in following the conversations — I invite you to follow me on Twitter via @AlDominick, the host company, @BankDirector, and search & follow #AOBA16 to see what is being shared with (and by) our attendees.

How to Understand a Bank’s Audit and Risk Committees Issues in Three Steps

I’m in Chicago at Bank Director’s annual Bank Audit & Risk Committees Conference along with more than 260 bankers and some 315 total attendees.  At a time when audit and risk committees have an increasing amount of responsibilities, I’m impressed with the commitments made by attendees and speakers alike to tackle real issues as opposed to sugar coating the challenges before banks today.

As we move into a series of afternoon breakout sessions, I am taking a pause to share my observations on the day so far.  Having moderated a session that touched on how banks can enhance risk oversight capabilities and effectively challenge management on risk, let me try to make sense of the issues being faced by senior bankers and board members if you are not with us.

Step 1: Know Where We Are Coming From

Now that the worst of the financial crisis is behind them, you might think bank boards might finally breathe a sigh of relief.  You would be mistaken.  For example, we have been in an exceptionally low-interest rate environment — one that has caused net interest margins to decline significantly since 2000.  Moreover, growing the bank organically remains challenging with slow loan growth and changing consumer expectations.  Finally,  compliance costs and uncertainties continue to escalate.  So yes, for banks here with us in Chicago, the storm was weathered.  Still, significant risks and challenges remain in place.

Step 2: Accept Where We Are Today

Per our first speaker, Steve Hovde, it has become exceedingly more difficult to maintain net interest margins without growing loan balances.  As he made clear, banks with lower loan-to-deposit ratios operate with less overhead, but they have been unable to translate their lower operating costs into higher profitability over the long run.  In his words, loan growth is now paramount to profitability — and banks will need to find ways to generate loans either organically or (more likely) through M&A activity.

I know that many banks are struggling to find new revenue sources.  I also hear how bank boards are considering diversifying into new loan products and service offerings to attract and retain new and existing customers.  So, for banks considering new lending strategies or launching a new product or service, I made note that the audit committee, risk committee and internal auditor must collaborate to safeguard the organization by understanding an organization’s initiatives, limits and controls, all while understanding the risk monitoring that exists at the institution.

Step 3: Understand Where Things Are Heading

As we look ahead, it is quite clear that the largest banks in the U.S. (e.g. those above $50Bn in assets) have greatly benefited from their ability to spread fixed costs over a larger pool of earning assets.  They have lower efficiency ratios, more non-interest income and stronger earnings.  Since there are at most 30 banks that are above that $50Bn threshold out of some 6,500 banks, the risks facing most of the industry may take various forms but share similar origins.  That is, banks — and their boards — will continue to wrestle with technology issues, find fewer opportunities to replace declining fee revenue, deal with non-regulated “shadow” banks, struggle with regulatory cost burdens and expectations, face new cyber threats and have to address third-party vendor risks.

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Tomorrow, I will have more to share on this afternoon’s breakout sessions and our final point/counterpoint session.  In between, I invite you to follow the conversation via Twitter using #BDAudit15, @bankdirector and/or @aldominck.