The Great Merger of HDFC Twins

Introduction 

In the recent past two years, the mergers or acquisitions that had taken place were generally because either the companies were not performing well or were in debt and unable to repay.

But is the story same for the latest announcement of one of the biggest mergers in Indian history- The HDFC Merger?

As what started as a mortgage company has now a combined valuation of more than 14 lakh crore Rupees. So what's actually the rationale behind this move and how will it take place?

Rationale behind merger

The main reason for the merger is that the strength of the combined balance sheet is going to be so massive that it will provide great benefits to the economy.

HDFC, as a housing finance company, has a higher cost of funds than banks, and when it will move into a banking structure, the total cost of funds of HDFC itself will come down, resulting in the availability of money at a cheaper rate to fund the mortgage business. So with the help of this merger, HDFC will have the benefit of distribution in the 6,500 branches of HDFC bank.

How it will work

The merger will be a two-step process where firstly, HDFC Investments Ltd and HDFC Holdings Ltd, which are wholly-owned subsidiaries of HDFC, will be merged with and into HDFC. And, then later on, HDFC will be merged with HDFC Bank. HDFC and its two subsidiaries currently hold 21% of the share capital of HDFC Bank, and HDFC shares will be extinguished after the merger. Given, the complexity involved, this process could take 14–18 months, and the deal is likely to be completed by the end of FY24.

The share exchange ratio for the amalgamation of the corporation with and into HDFC Bank will be 42 equity shares of the face value of Re 1 each of HDFC Bank for every 25 fully paid-up equity shares of the face value of Rs 2 each of the corporation. Therefore, the swap ratio works to be 1:1.68.

Post the merger, HDFC Bank will be 100% owned by public shareholders along with existing shareholders of HDFC Limited who will own 41% of HDFC Bank.

Opportunities and threats to the merger

Opportunities 

Threats 

1. They would now have the opportunity to cross-sell products as a result of the merger, which would create a plethora of options for customers.

1. Larger banks like HDFC might be more vulnerable to global economic crises while smaller ones can survive. 

2. It helps to improve the professional standard.

2. Coping with the disappointment of employees for the governing board of the new bank would become a difficult task.

3. The total cost of funds of the entity will come down, which means money will be available at a lower rate to fund the mortgage business.

3. The worst part about bank mergers is how the culture at a bank can get shifted, thus confusing the stakeholders regarding its working.

 

Financial Analysis of HDFC Bank vs SBI vs ICICI Bank  

 

The amount shown in the pie chart is given in Crores (INR) [source: Finology]

At current, the HDFC and ICICI are the competitive ones in the banking sector, and when it comes to profit margin, the HDFC is already exceeding not only the ICICI but SBI as well. And if the RBI approves the merger subsequently, the HDFC certainly will outclass the ICICI and will be the second one in the leading ones giving competition to the SBI. 


[source: Finology]

Future of this Mega-merger

It is expected that this mega-merger will create value for all its stakeholders as the product and market leadership of HDFC Limited in the housing finance business and the distribution and customer leadership of HDFC Bank will enable the combined entity to offer a complete suite of financial products to Indians at large. The merger makes this combined entity strong enough to not only counter competition but also make the mortgage offering even more competitive. RBI’s approval will be a key monitorable of whether this merger will happen or not due to its new rules and regulations in recent years. 

Post the merger, India probably will have 2 banks on the global list of top 100 banks with HDFC at 72nd rank and SBI already being the 45th. Hence, the lead taken by HDFC bank can be a great trendsetter for banks to turn into larger entities of significance.

Let us know in the comment section your views regarding this strategic move which might result in the creation of the new banking "Bahubali".

References:

  1. https://www.hdfc.com/investor-relations#annual-reports
  2. https://www.hdfcbank.com/personal/about-us/investor-relations/annual-reports
  3. https://www.icicibank.com/aboutus/Annual-Reports/2020-21/AR/balancesheet.html
  4. HDFC Bank Share Price, Financials and Stock Analysis (finology.in)
  5. https://groww.in/blog/hdfc-bank-merger-with-hdfc-ltd
  6. https://bit.ly/3rQURxX
  7. https://www.oneindia.com/india/bank-merger-in-india-what-are-the-pros-andcons-2780214.html
  8. https://bit.ly/3k9X4jV

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