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William Patalon III


From Money Morning:

Bank of American Corp. (BAC), which is getting $15 billion from the U.S. government as part of the Treasury Department’s $250 billion “recapitalization” effort, is doubling its stake in state-owned China Construction Bank Corp., and will hold a 20% stake worth $24 billion in China’s second-largest lender when that deal is finalized.

PNC Financial Services Group Inc. (PNC), which will get $7.7 billion from Treasury’s Troubled Assets Relief Program (TARP), is using that cash infusion to help finance its $5.2 billion buyout of embattled National City Corp. (NCC).

And U.S. Bancorp (USB), which received a $6.6 billion capital infusion from that same rescue package, has acquired two California lenders – Downey Savings & Loan Association, F.A., a subsidiary of Downey Financial Corp. (DSL), and PFF Bank & Trust, a subsidiary of PFF Bancorp Inc. (OTC: PFFB). U.S. Bank agreed to assume the first $1.6 billion in losses from the two, but says anything beyond that amount is subject to a loss-sharing deal it struck with the Federal Deposit Insurance Corp. (FDIC).

While the Treasury Department’s investment of more than $250 billion in U.S. financial institutions has been billed as a strategy that will bolster the health of the banking system and also jump-start lending, buyout deals such as these three show that the recapitalization plan has actually had a much different result – one that’s left whipsawed U.S. investors and lawmakers alike feeling burned, an ongoing Money Morning investigation continues to show.

Those billions have touched off a banking-sector version of “Let’s Make a Deal,” in which the biggest U.S. banks are using government money to get even bigger. While that’s admittedly removing the smaller, weaker banks from the market – a possible benefit to consumers and taxpayers alike – this trend is also having a detrimental effect: It’s reducing the competition that’s benefited consumers and kept the explosion in banking fees from being far worse than it already is.

This all happens without any of the economic benefits that an actual increase in lending would have had. And it does nothing to address the billions worth of illiquid securities that remain on (or off) banks’ balance sheets – as the recent Citigroup Inc. (C) imbroglio demonstrates.

In fact, Treasury’s TARP program has even managed to create a potentially illegal tax loophole that grants banks a tax-break windfall of as much as $140 billion. Lawmakers are furious – but possibly powerless, afraid that a full-scale assault on the tax change could cause already-done deals to unravel, in turn causing investor confidence to do the same.

One could even argue that since this first bailout (the $700 billion TARP initiative) has fueled takeovers – and not lending – the government had no choice but to roll out the more-recent $800 billion stimulus plan that was aimed at helping consumers and small businesses – a move that may spur lending and spending, but that still adds more debt to the already-sagging federal government balance sheet.

At the end of the day, these buyout deals are bad ones no matter how you evaluate them, says R. Shah Gilani, a retired hedge fund manager and expert on the U.S. credit crisis who is the editor of the Trigger Event Strategist, which identifies trading opportunities emanating from such financial-crisis “aftershocks” as this buyout binge.

“Why in the name of capitalism are taxpayers being fleeced by banks that are being given our money to grow their businesses with the further backstop of more of our money having to be thrown to the FDIC when they fail?” Gilani asked. “Consolidation does not mean that bad loans and illiquid securities are somehow merged out of existence. It means that they are being acquired under the premise that a larger, more consolidated depositor base will better be able to bear the weight of those bad assets. What in heaven’s name prevents depositors from exiting when the merged banks continue to experience massive losses and write-downs? The answer to that question would be … nothing.”

Lining Up for Deal Money

In launching TARP, U.S. Treasury Secretary Henry M. “Hank” Paulson Jr. said the government’s goal was to restore public confidence in the U.S. financial services sector – especially banks – so private investors would be willing to advance money to banks and banks, in turn, would be willing to lend.

“Our purpose is to increase the confidence of our banks, so that they will deploy, not hoard, the capital,” Paulson said.

Whatever Treasury’s actual intent, the reality is that banks are already sniffing out buyout targets, while snuffing out lending – and the TARP money is the reason for both.

Fueled by this taxpayer-supplied capital, the wave of consolidation deals is “absolutely” going to accelerate, says Louis Basenese, a mergers-and-acquisitions expert who is also the editor of The Takeover Trader newsletter. “When it comes to M&A, there’s always a pronounced ‘domino effect.’ Consolidation breeds more consolidation as industry leaders conclude they have to keep acquiring in order to remain competitive.”

Indeed, banking executives have been quite open about their expansionist plans during media interviews, or during conference calls related to quarterly earnings.

Take BB&T Corp. (BBT). During a conference call that dealt with the bank’s third-quarter results, Chief Executive Officer John A. Allison IV said the Winston-Salem, N.C.-based bank “will probably participate” in the government program. Allison didn’t say whether the federal money would induce BB&T to boost its lending. But he did say the bank would likely accept the money in order to finance its expansion plans, The Wall Street Journal said.

“We think that there are going to be some acquisition opportunities – either now or in the near future – and this is a relatively inexpensive way to raise capital [to pay the buyout bill],” Allison said during the conference call.

And BB&T is hardly alone. Zions Bancorporation (ZION), a Salt Lake City-based bank that’s been squeezed by some bad real-estate loans, recently said it would be getting $1.4 billion in federal money. CEO Harris H. Simmons said the infusion would enable Zions to boost “prudent” lending and keep paying its dividend – albeit at a reduced rate.

Sounds good, right? Not so fast. During a conference call about earnings, Zions Chief Financial Officer Doyle L. Arnold said any lending increase wouldn’t be dramatic. Besides, Arnold said, Zions will also use the money “to take advantage of what we would expect will be some acquisition opportunities, including some very low risk FDIC-assisted transactions in the next several quarters.”

Buyouts Already Accelerating

With all the liquidity the world’s governments and central banks have injected into the global financial system, the pace of worldwide deal making is already accelerating. Global deal volume for the year has already passed the $3 trillion level – only the fifth time that’s happened, although it took about three months longer for that to happen this year than it did a year ago.

At a time when the global financial crisis – and the accompanying drop-off in available deal capital (either equity or credit) – has caused about $150 billion in already-announced deals to be yanked off the table since Sept. 1, liquidity from the U.S. and U.K. governments has ignited record levels of financial-sector deal making.

According to Dealogic, government investments in financial institutions has reached $76 billion this year – eight times as much as in all of 2007, which was the previous record year. And that total doesn’t include the $250 billion in TARP money, or other deals that Paulson & Co. are helping engineer – JPMorgan Chase & Co.’s (JPM) buyouts of The Bear Stearns Cos. and Washington Mutual Inc. (WAMUQ), for instance.

If You Can’t Beat ‘em… Buy ‘em?

When it comes to identifying possible buyout targets, M&A experts such as Basenese say there are some very clear frontrunners.

“I’d put regional banks with solid footprints in the Southeast high on the list, and for two reasons,” Basenese said. “First, demographics point to stronger growth [in this region] as retirees migrate to warmer climates – and bring their assets along for the trip. Plus, the Southeast is largely un-penetrated by large national banks. An acquisition of a regional bank like SunTrust Banks Inc. (STI) would provide a distinct competitive advantage.

There's a very good reason that smaller players may be next: Big banks and small banks have the easiest times – relatively speaking, of course – of raising capital. It’s toughest for the regional players. Big banks can tap into the global financial markets for cash, while the very small – and typically, highly local – banks can raise money from local investors.

The afore-mentioned stealthy shift in the U.S. Tax Code actually gives big U.S. banks a potential windfall of as much as $140 billion, says Gilani, the credit crisis expert and Trigger Event Strategist editor. What does this tax-change do? By acquiring a failed bank whose only real value is the losses on its books, the successful suitor would basically then be able to use the acquired bank’s losses to offset its own gains and thus avoid paying taxes.

“While everyone was panicking, the Treasury Department slipped through a ruling that allows banks who acquire other banks to fully write-off all the acquired bank’s bad debts,” Gilani says. “For 22 years, the law was such that if you were to buy a company that had losses, say, of $1 billion, you couldn’t just take that loss against your own $1 billion profit and tell Uncle Sam, ‘Gee, now my loss offsets my profit, so I don’t have any profit, and I don’t owe you any tax.’ It was a recipe for tax evasion that demanded an appropriate law that only allows limited write-offs over an extended period of years.”

Given these incentives, who will be doing the buying? Clearly, the biggest U.S.-based banks will be the main hunters. But The Takeover Trader’s Basenese says that even foreign banks will be on the prowl for cheap U.S. banking assets.

Basenese also believes that Goldman Sachs Group Inc. (GS) and Morgan Stanley (MS) will be “big spenders.” Each will use TARP funds to help accelerate its transformation from an investment bank into a bank holding company. The changeover will require each company to build up a big base of deposits. And the best way to do that is to buy other banks, Basenese says.

“One thing [the wave of deals] does is to restore confidence in the sector,” Basenese said. “It will go a long way in convincing CEOs that it’s safe to use excess capital to fund acquisitions, and to grow, instead of using it to defend against a proverbial run on the bank.”

Not everyone agrees with that assessment. Investors who play the merger game correctly will do well. But the game itself won’t necessarily whip the industry into championship form, Gilani says.

“While consolidation, instead of outright collapses, in the banking industry may serve to relieve the FDIC of its burden to make good on failed banks, it in no way guarantees fewer failures,” he said. “In fact, it may only serve to guarantee, in some cases, even larger failures.”

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This article has 18 comments:

  •  
    Government funded consolidation.
    2008 Dec 05 04:19 PM | Link | Reply
  •  
    Is there any stock listed that BCS Barclays does not have an investment in?
    2008 Dec 05 04:25 PM | Link | Reply
  •  
    Consumers would be better served by moving their cash and borrowing activity to a well run credit union whose fees have not escalated like the national banks, and have maintained their integrity. This whole bailout is being run and approved by all the same people who caused it or failed to regulate it. This is just another bad decision supporting the jobs of the the good ol'boy network that caused the problems.
    2008 Dec 05 05:52 PM | Link | Reply
  •  
    Citicorp just bought a Spanish infrastructure company for $10 billion. Nice use of the $20 billion you, the tax payer, just gave them.
    2008 Dec 05 05:58 PM | Link | Reply
  •  
    And the Bankster types have done it again! Apparently Ole' Kenny Boy Lay and these freaks were hatched from the same infected strain! Tar. Feathers. Rope. Or, throw yourselves off the roof. Either way you haven't got much longer!
    2008 Dec 05 06:21 PM | Link | Reply
  •  
    When asked why he was buying stocks and companies during the first Great Depression of 1873 (a global depression caused by...you guessed it...a housing and credit collapse in Europe) Baron Rothschild stated, "You buy when there is blood in the streets."

    Our financial streets are running red with blood and trillions of gallons more are to flow.

    The Banksters are not stupid. They are just following Baron Rothschild's time-tested admonition. What the Banksters were extra-smart in doing was taking advantage of the incomprehensable STUPIDITY of Congress and President Bushie.

    And what fear do the Banksters have that this information is now getting out? None. They are the ones bankrolling both political parties. Hell....a prerequisite for Secretary of Treasury is if you have worked for Goldman Sachs in your lifetime.

    Our dufus representatives have given TRILLIONS of dollars to bankroll one of the largest if not the largest Bankster consolidations in history.

    Just when there is blood running in the streets.
    2008 Dec 05 08:09 PM | Link | Reply
  •  
    It's called trickle-down economics.
    2008 Dec 05 10:14 PM | Link | Reply
  •  
    These consolidations are government pushed and necessary! WaMu and other failed banks were bought out by bigger guys effectively merging weak institutions with stronger ones. The stronger ones will, for the most part, take the losses from the crap that the weak banks held, but since they are so big, they can take the pain and still survive.
    2008 Dec 06 05:06 AM | Link | Reply
  •  
    Ask a Tyranasaurus Rex if being bigger helped it to survive.

    You theory pushers have to wake up and realize that this crisis we are in is ENTIRELY new, even though it involves age old players such as banks, mortgages, government, assets, etc.

    The amount of debt and leverage has never been seen like this, either in its size and scope or in its global nature. Neither has the integration of the world's economies been tighter than now.

    If you think the big banks are so solvent, so big that they cannot fail, then I suggest you and others who read this mozy over to this link and have a look.....

    www.itulip.com/forums/...

    Then see if you can come up with better proof that the major banks have their S**t together.


    On Dec 06 05:06 AM BJ Feng wrote:

    > These consolidations are government pushed and necessary! WaMu and
    > other failed banks were bought out by bigger guys effectively merging
    > weak institutions with stronger ones. The stronger ones will, for
    > the most part, take the losses from the crap that the weak banks
    > held, but since they are so big, they can take the pain and still
    > survive.
    2008 Dec 06 07:51 AM | Link | Reply
  •  
    Ok....if you don't want to go to that link let me sum it up for you.......

    The top 20 banks in this nation are insolvent.

    Let me repeat.

    The top 20 banks in this nation are insolvent.

    That is why after trillions of dollars pumped to the bank and trillions more promised, credit has not flowed. These banks all know that they are insolvent. They are simply buying up smaller players knowing that even when they are called to task for what they are doing Congress will still give them trillions more in order not to fail.

    In fact, if you want to be conspiratorial, you could say the banks WANT to have this recession linger in order to winnow out competition while at the same time bilking Congress and the taxpayer for the funds to go on a shopping spree for the purpose of being able to be more profitable after the crisis has abated.....simply because it will be last man standing.

    And the last players standing will have more pricing flexibility...(meaning they will be able to charge more for everything) and since their will be less competition for money, more of it will flow into their banks for investments than all the smaller guys.

    2008 Dec 06 08:01 AM | Link | Reply
  •  
    does anyone in WDC know what they are doing ?
    > jack
    2008 Dec 06 01:57 PM | Link | Reply
  •  
    Who really is in charge of the cash handouts of future taxpayers monies,
    Paulson, Ben (the Fed), F.D.I.C. , or Pelosi/Dodd/Frank OR all of the above
    in the usual hit or miss style with no strings or control ? ?

    It appears that the worst offenders get the easiest, quickest, no questions asked, funds from these above government officials who earlier had contributed to this long developing problem.

    We need more responsible and honest CEO's AND government officials.


    2008 Dec 06 02:42 PM | Link | Reply
  •  
    Honesty and responsibility died some years ago. The ones who still have it don't want to get into the pig pen. Sad!!
    2008 Dec 06 03:09 PM | Link | Reply
  •  
    i can tell you whose blood it should be


    On Dec 05 08:09 PM User 305361 wrote:

    > When asked why he was buying stocks and companies during the first
    > Great Depression of 1873 (a global depression caused by...you guessed
    > it...a housing and credit collapse in Europe) Baron Rothschild stated,
    > "You buy when there is blood in the streets."
    >
    > Our financial streets are running red with blood and trillions of
    > gallons more are to flow.
    >
    > The Banksters are not stupid. They are just following Baron Rothschild's
    > time-tested admonition. What the Banksters were extra-smart in doing
    > was taking advantage of the incomprehensable STUPIDITY of Congress
    > and President Bushie.
    >
    > And what fear do the Banksters have that this information is now
    > getting out? None. They are the ones bankrolling both political
    > parties. Hell....a prerequisite for Secretary of Treasury is if
    > you have worked for Goldman Sachs in your lifetime.
    >
    > Our dufus representatives have given TRILLIONS of dollars to bankroll
    > one of the largest if not the largest Bankster consolidations in
    > history.
    >
    > Just when there is blood running in the streets.
    2008 Dec 06 04:57 PM | Link | Reply
  •  
    More evidence of good old repub corporatist greed. Oh, but don't ever call them socialists. Or say that want they big government. But if government is small, who will give them money?
    2008 Dec 07 01:19 PM | Link | Reply
  •  
    More repub greed. And no one cares much.
    2008 Dec 07 01:23 PM | Link | Reply
  •  
    I'm bullish on BAC (Bank of America). It's too cheap. It's #1 in several categories and it's severly declined in stock price.
    2008 Dec 08 12:09 PM | Link | Reply
  •  
    Until there is some change in the way banks do business this current crisis situation we have in this country will continue. The whole structure of all bank employees working on a commision basis and being part of a sales plan will only continue to push people into unwanted credit situations, investments and the list goes on. The fact is from the tellers to upper management all employees work on some form of commision based plan. This has led to many bank employees with good intentions ending up pushing customers into accounts that may not be right for them only to make a bigger commision check. There are so many bad decisions made because of this current banking model that the majority of banks use to pay employees. So what you end up with an aggressive sales model of sell more credit, bank accounts and investments or risk job loss and loss of income. So change needs to be made or else once all the banks are bailed out they will continue the same way of doing business. The banks won't change unless forced to do so. These CEO's do not want to give up all these big bonus checks and they will push for an all out aggressive commision based pay employee plan. Sell or get fired makes for employees acting in fear and then you end up where we are now.
    2008 Dec 09 07:25 AM | Link | Reply