UV6662 Rev. Oct. 21, 2013 DEUTSCHE BANK AND THE ROAD TO BASEL III On July 31, 2012, Deutsche Bank Group (Deutsche Bank) reported its 2nd quarter 2012 financial results. What made this earnings report different from the company’s past earnings announcements was that it marked the first time after former CEO Joseph Ackermann stepped down that co-CEOs Jürgen Fitschen and Anshu Jain would publicly address investment analysts and shareholders on Deutsche Bank’s quarterly conference call since assuming their roles on June 1, 2012. The biggest question on the minds of analysts and investors was whether or not Deutsche Bank would be able to meet the capital requirements imposed under a revised global banking regulatory framework—Basel III. In response to the global financial crisis, the Basel Committee on Bank Supervision, consisting of senior representatives of the G20 central banks, began formulating the new framework in an effort to raise “the quality, consistency, and transparency of the capital base” of financial institutions worldwide. Although approved in December 2010, the new requirements would not take effect immediately. Rather, the various requirements would be phased in gradually, beginning in 2013 and becoming fully implemented by January 1, 2019. For banks, Basel III meant clearing a series of regulatory hurdles starting in 2013 that would fundamentally change the banking industry landscape. Investors were concerned that Deutsche Bank would need to raise fresh equity capital to meet the requirements, thereby diluting the equity value of existing shares. In addition, profitability in the banking sector had been in steady decline since the global financial crisis of 2008, and investors worried that stricter capital requirements would further reduce profitability at Deutsche Bank going forward. And the sovereign debt issues plaguing many European Union countries added more insecurity. The uncertainty in Deutsche Bank’s future prospects was reflected in its share price. At the close of trading on the day before the earnings announcement, Deutsche Bank shares traded at (euros) EUR24.95, a discount of 40% from its tangible book value per share and roughly 8 times Deutsche Bank’s trailing 12-month earnings. Investors were anxious to know whether the new co-CEOs would shed some light on how Deutsche Bank planned to meet the new regulatory requirements, what effect Basel III would have on the company’s profitability, and This public-sourced case was prepared by Matthew Dougherty (MBA ’12), Gerry Yemen, Senior Researcher, Yiorgos Allayannis, Professor of Business Administration and Associate Dean for Global MBA for Executives, and Andrew C. Wicks, Ruffin Professor of Business Administration. It was written as a basis for class discussion rather than to illustrate effective or ineffective handling of an administrative situation. Copyright 2013 by the University of Virginia Darden School Foundation, Charlottesville, VA. All rights reserved. To order copies, send an e-mail to sales@dardenbusinesspublishing.com. No part of this publication may be reproduced, stored in a retrieval system, used in a spreadsheet, or transmitted in any form or by any means—electronic, mechanical, photocopying, recording, or otherwise—without the permission of the Darden School Foundation. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -2- UV6662 what lines of business it would focus on going forward in a new banking environment. No doubt investors would also want to know more about Fitschen and Jain’s plans for the 2010 majority stake in Postbank, a German commercial and retail bank that was formerly a major competitor to Deutsche Bank’s domestic commercial and retail business lines. Was that purchase an indication of a complete return to a more conservative way of doing business and a departure from investment banking? The earnings call was bound to be lively. Deutsche Bank History and Business Overview Founded at the forefront of the economic crisis of the 1870s, Deutsche Bank made its entrance with global flair due, in large part, to Adelbert Delbruck’s actions. He had wanted to exploit economic interdependencies between countries and circumvent the supremacy of British banks that had dominated international foreign trade. The bank’s statute stated: “The object of this company is to transact banking business of all kinds, in particular to promote and facilitate trade relations between Germany, other European countries, and overseas markets.”1 Almost from the start, Deutsche Bank diversified its banking and established international trade financing and cross-border commercial investment banking services all in the same house— indeed it was one of the first banks to adopt universal banking.2 In so doing, Deutsche Bank deepened its economic links to the rest of the world. Deutsche Bank’s global reach did not preclude its rise to prominence at its home base. As German business activity grew, so too did Deutsche Bank as it gobbled up smaller banks that couldn’t make ends meet during and after the 1870s economic crisis. Deutsche Bank handled international transactions for German companies, which expanded the bank’s international reach (most famously financing the Baghdad Railway). It was the only German bank with that capability. And Deutsche Bank became favored for handling government-issued securities and for government control of capital markets.3 Some of the bank’s greatest successes and failures would take place in Germany. Following World War I, Germany plunged into economic and political chaos and was in frantic need of capital—Germans were seen as the enemy by many. The Treaty of Versailles (a peace treaty) demanded that Germans pay reparations. Inflation spread through the country, and Deutsche Bank lost many of its foreign assets. Borrowers failed to pay back debts, Deutsche Bank had to sell holdings, and for the most part, the bank just focused on survival, which diminished its global reach. By 1929, a series of consolidation efforts among German banks saw Deutsche Bank merged with a longtime rival, Disconto-Gesellschaft, to become the largest bank in the country. Yet before Deutsche Bank could regain its title as a global player, inflation hit, and the 1930s depression followed, which devastated the banking industry—a shortage of liquidity paralyzed banks. 1 Deutsche Bank History, “Under the Empire: 1870–1918,” https://www.db.com/en/media/DB_geschichte_meilensteine_120dpi_en.pdf (accessed May 8, 2012). 2 Christopher Kobrak, Banking on Global Markets (New York: Cambridge University Press, 2007), 5. 3 Kobrak, 6. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -3- UV6662 During the depression, the rise of the National Socialists (Nazis) coincided with the economic and moral fall of Deutsche Bank. As German armies invaded countries, the bank was not far behind, expanding its holdings and opening new branches. By the end of World War II, Deutsche Bank had transferred monies and holdings from nearly all its Jewish customers to the German government.4 Following World War II, Allied forces occupied Germany and, depending on whether German banks were in West or East Germany, they were broken down into smaller regional banks, or they were nationalized. After almost 75 years of operation, Deutsche Bank was split into 10 different banks, and the Deutsche Bank name was outlawed. Nearly 10 years later, former parts of Deutsche Bank in Düsseldorf, Frankfurt, Munich, and Hamburg were merged and allowed to operate under the old name, but it was a much smaller entity with regional status. By 1958, Germany was starting to recover financially and gain a foothold as a creditor nation again. Deutsche Bank issued its first foreign-currency bond in 44 years on the German capital market, thereby reopening the market to international firms. Deutsche Bank’s global bank history repeated itself as it opened branches and acquired major banks in Italy, Spain, the United Kingdom, and the United States. Thirty years later, Deutsche Bank had expanded into 12 countries located in the Asia-Pacific region and into Canada, Brazil, Portugal, and the Netherlands. By the 1990s, the political changes in Eastern Europe helped Deutsche Bank establish numerous subsidiaries worldwide, and by 2001, it had acquired its way into 70 countries—it was even listed on the NYSE. In addition to becoming a global bank again, Deutsche Bank had shifted its business focus from traditional retail banking toward global investment banking. Beginning in the late 1990s and onward through 2000, many commercial banks began to focus on providing investment banking services in addition to traditional commercial banking services. The goal of adding those services was to make a bank a “one-stop shop” for any financial need a customer might have (see Appendix 1 for a summary of activities). This concept left some asking what the role of a bank really was—to hold deposits and lend money or to sell investments and take on a higher risk tolerance in its activities, or both. Jain said publicly that the “universal banking model is likely to prevail over ‘pure play’ investment banking”5 and was in the “best interests of Germany.”6 By the end of 2002, Deutsche Bank derived a significant portion of its revenues from investment banking activities, peaking in 2007 (Table 1). Revenues from sales and trading increased from 30% to 42% of total revenues between 2002 and 2007, while revenues from 4 The Deutsche Bank website provides a detailed history of the bank’s activities during World War II at https://www.db.com/en/media/DB_geschichte_meilensteine_120dpi_en.pdf. 5 James Wilson,” Deutsche Bank Wins Control of Postbank,” Financial Times, November 26, 2010, http://www.ft.com/intl/cms/s/0/601c6480-f94b-11df-a4a5-00144feab49a.html#axzz2MD8CJYkq (accessed February 27, 2013). 6 James Wilson, “Jain Warns Against Forced Bank Break-Ups,” Financial Times, January 22, 2013. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -4- UV6662 traditional commercial and retail banking decreased from 22% to 19%. Between 2007 and 2011, Deutsche Bank’s revenue composition had varied significantly (Figure 1). Table 1. Deutsche Bank revenue by activity.7 REVENUE BY ACTIVITY (in millions of euros) Sales & Trading Origination Other Investment Banking (Advisory, Loan Products, Other) Total Investment Banking Activities Discretionary Portfolio/Asset Management Advisory, Brokerage, Other Total Asset Management Activities Loan/Deposit Brokerage, Other Total Commercial/Retail Banking Activities Corporate Investments/Other Total Deutsche Bank Revenue December 31, 2002 % of Total December 31, 2007 % of Total 8,040 30% 13,020 42% 764 3% 1,575 5% 4,972 19% 4,497 15% 13,776 52% 19,092 62% 2,503 9% 2,765 9% 1,244 5% 1,610 5% 3,747 14% 4,375 14% 2,258 9% 2,950 10% 3,514 13% 2,804 9% 5,772 22% 5,754 19% 3,252 12% 1,524 5% 26,547 100% 30,745 100% 12 months ended June 30, 2012 10,302 1,383 5,933 17,618 2,024 1,535 3,559 2,124 7,784 9,908 343 31,428 Data source: Deutsche Bank company filings. Figure 1. Deutsche Bank revenue by business activity, in millions of euros. 35,000 30,000 25,000 20,000 15,000 10,000 5,000 ‐ (5,000) 2002 2003 2004 2005 Investment Bank Revenue 2006 2007 2008 2009 Commercial/Retail Bank Revenue 2010 2011 Other Data source: Deutsche Bank company filings. As of June 30, 2011, Deutsche Bank employed 100,654 people in 72 countries and operated 3,064 branches worldwide—2,036 of which were in Germany (Figure 2).8 In the prior 10 years, Deutsche Bank significantly increased its assets dedicated to investment banking activities from EUR640 billion at year-end 2002 to EUR1,860 billion by June 30, 2012 (Figure 3). But starting in 2010, commercial and retail bank assets had grown substantially on an absolute and relative basis. By the time Fitschen and Jain took over Deutsche Bank’s leadership 7 Deutsche Bank’s Corporate Investments Segment related to its industrial participations in German and other European companies. 8 “Deutsche Bank Facts and Figures,” https://www.db.com/en/content/company/facts_and_figures.htm (accessed September 6, 2012). This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -5- UV6662 in 2012, the bank was still headquartered in Frankfurt and was one of the largest banks in Germany—indeed one of the largest financial institutions in Europe and the world. Figure 2. Deutsche Bank branches, 2002–11. 3,500 3,000 2,500 2,000 1,500 1,000 500 ‐ 2002 2003 2004 2005 2006 German Branches 2007 2008 2009 2010 2011 Non‐German Branches Data source: Deutsche Bank company filings. Figure 3. Deutsche Bank assets, in millions of euros. 2,500,000 2,000,000 1,500,000 1,000,000 500,000 ‐ 2002 2003 2004 Investment Bank Assets 2005 2006 2007 2008 Commercial/Retail Bank Assets 2009 2010 2011 Other Data source: Deutsche Bank company filings. The Globalization of the Banking Industry With commercial banks already focused on providing investment banking activities and being a one-stop shop for financial service needs, the world economy experienced an accelerated trend in globalization. One major reason was the proliferation of the Internet in the late 1990s, which made global communication and cross-border transactions easier to facilitate. In addition, many corporations and investors in developed economies were pouring funds into emerging markets in response to staggering projections for GDP growth in countries including Brazil, India, and China. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -6- UV6662 For banks, globalization meant they had to provide a full range of commercial and investment banking services to clients, and they had to do so in all the places their customers were doing business. Increasingly, their customers were conducting business outside their home countries. Additionally, most investment banking activities, especially sales and trading and asset management, benefited from economies of scale,9 meaning they became more profitable as they grew in size. In addition to the benefits from economies of scale, the move to being a one-stop shop fueled the debate around a bank’s role in society. To gain new customers and maintain existing ones, Deutsche Bank needed to provide services on a global level and secure its position in the investment banking market (Figure 4). Figure 4. Deutsche Bank net revenue by region, 2002–11. 35,000 30,000 25,000 20,000 15,000 10,000 5,000 ‐ (5,000) 2002 2003 2004 2005 Germany Europe, Middle‐East, & Africa 2006 2007 Americas (primarily U.S.) 2008 2009 Asia/Pacific 2010 2011 Other Data source: Deutsche Bank company filings. Global Competition As Deutsche Bank increased its global banking reach in international markets, several competitors followed suit. The effects of globalization and a frenzied stock market from 2002 through 2007 increased the volume of financial transactions worldwide and had banks with little history of activity in capital markets vying for a piece of the action. That was especially the case with other European banks such as Barclays and BNP Paribas, which had small domestic markets (Figure 5). 9 To illustrate that, you could imagine starting a sales and trading operation and making (U.S. dollars) USD1.00 for every trade your customers made. To provide that service, you would have to invest in computers, trading software, office space, and employee pay. Assume that costs were fixed at USD100 per year. If your sales and trading operation made five trades all year, the return on USD100 invested would be 5% (5 × USD1/USD100 = 5%), but if you made 50 trades for your customers, your return on the USD100 investment would be 50% (50 × USD1/USD100 = 50%). By spreading fixed costs out over more trades, banks lowered the total cost per trade, making each additional trade more profitable than the last. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -7- UV V6662 Figurre 5. Globaliization of baanking industry: nondom mestic revenuues as percenntage of totaal. Data sourrces: Deutsche Bank, JPMorg gan Chase, Citiigroup, and Baarclays companny filings. Most M of the gains Deutssche Bank’s competitorrs achieved in global reevenues werre the result of increased in nvestments in i investmen nt banking aactivities (Fiigure 6). Ass a result, riivalry intensifieed within thee internation nal investmen nt banking m market. Figu ure 6. Investtment bankin ng assets vs. investment banking revvenues, CAG GR 2002–11.. Data D sources: Deutsche Bank, B JPMorgaan Chase, Ciitigroup, and Barclays B comp pany filings. To T finance th he asset grow wth on their balance b sheeets, banks haad three prim mary optionss: use profits earned e in previous p peeriods, issu ue new equuity capitall thereby ddiluting exiisting sharehold ders, or borrrow debt cap pital thereby increasing leeverage (Figgure 7). Figure 7. Industry leeverage ratios: Deutsche Bank vs. inddustry peerss total assets to Tier 1 cappital. Daata sources: Deutsche Bank, JPMorgan J Chase, Citigroup, B BNP Paribas, aand Barclays ccompany filings. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -8- UV6662 Until 2008, Deutsche Bank achieved remarkable growth in per-share earnings, which grew from EUR0.63 to EUR13.05 from 2002–07, an 83% annual growth rate (Figure 8). Yet the impressive growth in earnings masked the fact that Deutsche Bank’s increased profits failed to come from productive assets; they came instead from its increased leverage as could be seen with a comparison of its return on assets (ROA) with its return on equity (ROE) (Figure 9). Figure 8. Deutsche Bank EPS, 2002–11 (in euros). 11.48 13.05 7.59 6.95 0.63 2002 2.31 2003 4.53 2004 2.92 2005 2006 2007 2008 2009 2010 4.30 2011 (7.61) Data source: Deutsche Bank company filings. Figure 9. Deutsche Bank ROA versus ROE, 2002–11. 26.72% 24.97% 17.37% 15.18% 12.25% 9.02% 6.15% 1.75% 0.17% 0.05% 2002 2003 6.00% 0.30% 2004 0.39% 0.47% 2005 2006 0.36% 2007 ‐0.18% 2008 0.27% 0.14% 2009 2010 0.20% 2011 ‐12.91% Return on Average Assets (ROA) Return on Tier 1 Equity Capital (ROE) Data source: Deutsche Bank company filings. In contrast, one of Deutsche Bank’s major competitors, JPMorgan Chase, had a greater ROA over the same time period—more than twice that of Deutsche Bank in 2006. Deutsche Bank’s ROE was almost 800 basis points higher than that of JPMorgan Chase (Figure 10). This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -9- UV V6662 Figure 10. JPMorgan Chase C ROA vvs. ROE, 20002–11. Source: JPMorgan Chaase company fiilings. To T achieve a higher ROE R withoutt a significcant increasee in ROA, Deutsche Bank employed d massive leeverage, increasing its leverage l ratiio, which resulted in siggnificant gaiins in both ROE and earniings per shaare for a whiile; 2008 shhowed that lleverage amp mplified returrns in both direections, as a –0.18% – ROA A resulted in n a EUR7.611 loss to sharreholders (F Figure 11). Figure 11. Deutsch he Bank leveerage, 2002––11. Daata source: Deu utsche Bank company filings. Since its peaak in 2007, Deutsche Bank B de-leveered its balaance sheet ssignificantly.. The main pussh came from m a significcant decreasee primarily in its tradinng book asseets and liabillities. Both werre decreased d by approx ximately EU UR700 billionn between 22008 and 20009. To conntinue that proccess, Deutsch he Bank wou uld need to shed more aassets or inccrease its equuity base thrrough retained earnings e or raising r capittal. The New w Banking Environmen E nt and Basell III With W the latee 2009 Euro opean soverreign debt ccrisis yet to be sorted oout and the U.S. economicc recovery sp puttering, ev ven in 2012, global bankks were not eexpected to rreturn to preecrisis profitabillity anytime soon. Invesstment bankiing businesss volumes haad been in a downward sspiral This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -10- UV6662 since 2009 with fees from deal-making activities (M&A, Equity/Debt Origination, etc.) down 25% over a two-year period. Additionally, revenue from fixed income at the 10 largest global banks declined 25% per year since 2009 and was at roughly USD73 billion annually by 2012.10 Within that environment and with declining business volumes, the Basel Committee on Bank Supervision officially approved a new regulatory framework for global banks called Basel III (replacing the existing Basel II). The new requirements would effectively increase the minimum Tier 1 equity capital requirement from 4% of risk-weighted assets to between 9.5% and 13.5% of risk-weighted assets (see Appendix 2 for an overview of Basel II and Basel III). In addition, the risk weights assigned to certain assets would be increased, resulting in a double whammy, as banks would need to increase their regulatory capital to comply with the increased minimum ratios and to offset the additional capital required with the new risk weights. Those regulatory changes would be phased in gradually starting in 2013; full compliance was required by 2019. The changes were expected to result in significant decreases in ROE industry-wide as banks were obligated to employ far more common equity than they had in the past. By July 31, 2012, Deutsche Bank had a core Tier 1 ratio11 of 10.2% and a total Tier 1 ratio12 of 13.6% based on EUR373 billion of risk-weighted assets—with ratios based on Basel II rules. Beginning in 2013, management projected risk-weighted assets of EUR488 billion and a core Tier 1 ratio of 7.2% with the new Basel III rules. While it would meet the minimum requirements for 2013, it was far from the 9.5% core Tier 1 ratio that Deutsche Bank would be required to meet by 2019 under the fully phased in Basel III rules.13 For Deutsche Bank, the naming of co-CEOs Jürgen Fitschen and Anshu Jain offered some sense of how the company planned to navigate the new environment going forward. Prior to being named co-CEO, Fitschen had been Deutsche Bank’s head of regional management. His appointment was seen as a transitional one and represented the company’s desire to maintain the bank’s close ties and influence to German political leaders, while Jain, who was previously the head of the bank’s global investment banking operations, became accustomed to his new role and gained fluency in dealing with German political and regulatory issues. The measured leadership strategy was in line with Deutsche Bank’s recent business actions as well. In late 2010, Deutsche Bank raised EUR9.8 billion in equity capital to acquire a consolidated position (50.2%) in Germany-based Postbank to expand the company’s “strong position in our home market, take a leading position in the European retail banking business, and significantly enhance Deutsche Bank’s revenue mix.”14 Postbank’s deposit base would offer a 10 Ambereen Choudhury, Elisa Martinuzzi, and Elena Logutenkova, “Last Man Standing Means Europe Investment Banks Resist Cuts,” Bloomberg, August 22, 2012. 11 Core Tier 1 Capital primarily consists of retained earnings, common shares, and paid-in capital. 12 Total Tier 1 consists of Core Tier 1 and Additional Tier 1. Additional Tier 1 includes certain types of hybrid securities that are senior in position to Common Equity. 13 Deutsche Bank Presentation at UBS Global Financial Services Conference, May 8, 2012; Annex 4 of Basel III: A Global Regulatory Framework for More Resilient Banks and Banking Systems (Basel, Switzerland: Bank for International Settlements, June 2011). 14 Deutsche Bank press release, September 12, 2010. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -11- UV6662 solid funding base for Deutsche Bank. In February 2012, the company increased its stake to 93.7%. In addition to strengthening its retail banking presence in local European markets, Deutsche Bank used the downturn in investment banking business to gain market share as many competitors were being forced to exit the business. By July 2012, Deutsche Bank had the largest market share in U.S. fixed income trading, taking the top spot from JPMorgan Chase. In addition, it increased market share in its European equity underwriting business from 9.3% in 2011 to 12%.15 The company also held the top ranking for its European Equity Research platform. According to consultants at Dealogic, based on trailing 12-month figures, Deutsche Bank had a top-five market share in U.S., EMEA, and Asia-Pacific (except Japan) Debt Capital Markets transactions and ranked second in European Equity underwriting as well as European M&A.16 These market-leading positions weighed positively on the future prospects of Deutsche Bank’s investment banking activities, despite the headwinds the industry faced in 2012. Deutsche Bank’s Valuation As the newly appointed Deutsche Bank co-CEOs approached their first conference call in July 2012, analysts and shareholders alike would be raising questions based on their own calculations and assumptions about the business. At the start of trading on July 31, 2012, Deutsche Bank’s shares traded at 8.2× its trailing 12-month earnings (P/E) and 0.60× its tangible book value per share (P/TB).17 Since 2006, Deutsche Bank’s average quarterly P/E and P/TB ratios had fluctuated widely (Figures 12 and 13). Historical ratios needed to be placed in the context of the company’s financial strength and outlook at that point in time. For example, at 0.60× P/TB, Deutsche Bank was trading in the same range that it did during the depths of the 15 Choudhury, Martinuzzi, and Logutenkova. Stats pulled from fn.dealogic.com. 17 P/E and P/TB are calculated as: P/E = current share price/net income per common share. P/TB = current share price/tangible equity per share. To determine the proper P/E ratio to apply to a bank’s net income or tangible book value, an analyst must take into account a bank’s current and projected profitability outlook as well as how its ratio compares to industry peers. What does its ROE look like today? What will it look like going forward? Will it have to write down assets and by how much? How does its ratio compare to its peers? Essentially, the P/E ratio prompts the analyst to ask, “How much am I willing to pay for USD1 of this company’s earnings?” A P/TB ratio, however, asks the analyst what he or she is willing to pay for a company’s total assets after deducting out liabilities, goodwill, and other intangible assets. A P/TB of 1.0× means that the bank is worth no more or less than the accounting value of its net tangible assets, while a P/TB greater than 1.0× suggests that the company’s assets will grow its book value over time by earning profits in excess of its cost of capital. A P/TB less than 1.0× suggests that a company is not expected to increase to earn profits in excess of its cost of capital, and therefore book value will deteriorate over time. Both ratios are also affected by anticipated dilutive activities such as issuing equity, which increases the number of shares outstanding and therefore decreases the denominator of both ratios. 16 This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -12- UV V6662 global fin nancial crisiis in 2008 an nd 2009. Someone woulld likely askk if that disccounted valuuation was justified in light of the comp pany’s curren nt financial pposition andd outlook. Figure 12. Deutsche D Ban nk quarterlyy P/E ratio, 22006–12. Data sou urce: Capital IQ Q. Figure F 13. Deutsche Ban nk quarterly P P/TB ratio, 22006–12. Data source: s Capital IQ. In n addition to o historical valuation v meetrics, analyysts would w want to know w about Deuutsche Bank’s valuation v com mpared to its i industry peers. Whatt was drivinng these muultiples? How w did Deutschee Bank’s pro ofitability co ompare to itss peers? Whaat about its leverage andd dividend yyield? (See Tab ble 2 and Ex xhibit 2 for in nformation on o Deutschee Bank and itts industry ppeers.) Table T 2. Deu utsche Bank k valuation veersus industrry peers. JPMorgan Ch hase Citigroup Barclays BNP Paribass P/E LTM M EPS 2012E EPS 2013E 2 EPS 8.3 3x 7.8x 6.9x 7.9 9x 6.8x 6.1x 10.0x 13.1x 4.9x 6.5 5x 5.5x 5.6x P P/TB MRFQ M 1 1.04x 0 0.54x 0 0.46x 0 0.54x ROA LTM 0.72% 0.54% 0.10% 0.29% ROE LTM 11.2% 7.3% 3.1% 9.1% Divvidend Y Yield 3 3.0% 0 0.1% 3 3.5% 3 3.8% Leve erage Ratio 15.4x 13.5x 31.4x 31.2x Average Median 9.0 0x 8.1 1x 7.5x 7.3x 5.9x 5.8x 0.65x 0 0 0.54x 0.41% 0.42% 7.7% 8.2% 2.6% 2 3 3.3% 22..9x 23..3x Deutsche Baank 8.2 2x 6.2x 5.0x 0 0.60x 0.13% 5.7% 3 3.0% 44.3x Data sourcces: JPMorgan Chase, Citigro oup, Barclays, and a BNP Paribbas company fiilings. Some analystts projected d that Deutscche Bank w would earn E EUR4.00 peer share in fiscal d EUR4.92 per p share in 2013 on neet revenue of EUR32.8 bbillion and E EUR34.0 biillion, 2012 and This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -13- UV6662 respectively.18 That represented a sharp increase from its trailing 12-month EPS of EUR3.04. The global economic outlook, the outlook for the banking industry, and Deutsche Bank’s future offered little visibility. Determining an appropriate multiple or range of multiples to apply to Deutsche Bank’s shares was going to be a difficult task. 18 Capital IQ consensus estimates. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -14- UV6662 Exhibit 1 DEUTSCHE BANK AND THE ROAD TO BASEL III Deutsche Bank Historical Financials (data in millions of euros, except per share) Twelve Months Ended INCOME STATEMENT Net Interest Income Provision for Credit Losses Net Interest Income after Provision Trading Revenues Commission & Fee Income Other Noninterest Income Total Net Revenues Non‐Interest Expenses Pre‐Tax Income Income Tax Expense Non‐Controlling Interests Net Income to Deutsche Bank Shareholders Diluted Earnings per Share Wtd. Ave. Diluted Shares Outstanding BALANCE SHEET Goodwill & Other Intangible Assets, net Loans, net Total Assets Liabilities Total Shareholders' Equity Core Tier I Capital (Regulatory) Tier I Capital (Regulatory) Total Capital (Regulatory) Risk‐Weighted Assets OTHER INFORMATION Share Price High Share Price Low Total Branches German Branches RATIOS Return on Ave. Assets Return on Ave. Tier I Equity Total Assets/Shareholders' Equity Total Assets/Tier I Capital December 31, December 31, December 31, December 31, December 31, December 31, 2006 2007 2008 2009 2010 2011 June 30, 2012 7,008 (298) 6,710 9,483 11,195 808 28,196 (19,857) 8,339 (2,260) (9) 6,070 EUR 11.48 521 8,849 (612) 8,237 7,968 12,289 1,639 30,133 (21,384) 8,749 (2,239) (36) 6,474 EUR 13.05 496.1 12,453 (1,076) 11,377 (9,326) 9,741 745 12,537 (18,278) (5,741) 1,845 61 (3,835) EUR (7.61) 504.2 12,459 (2,630) 9,829 6,706 8,911 (124) 25,322 (20,120) 5,202 (244) 15 4,973 EUR 7.59 655.4 15,583 (1,274) 14,309 3,555 10,669 (1,240) 27,293 (23,318) 3,975 (1,645) (20) 2,310 EUR 2.92 790.8 17,445 (1,839) 15,606 3,181 11,544 1,058 31,389 (25,999) 5,390 (1,064) (194) 4,132 EUR 4.30 957.3 16,873 (1,735) 15,138 2,829 11,065 661 29,693 (26,264) 3,429 (403) (123) 3,026 EUR 3.06 989.0 8,612 178,524 1,584,493 1,551,018 32,758 9,383 198,892 2,020,349 1,981,883 37,044 9,877 269,281 2,202,423 2,170,509 30,703 10,169 258,105 1,500,664 1,462,695 36,647 15,594 407,729 1,905,630 1,855,262 48,819 15,802 412,514 2,164,103 2,109,443 53,390 16,265 410,219 2,241,174 2,184,816 55,745 n/a 23,539 34,909 275,459 n/a 28,320 38,049 328,818 21,472 31,094 37,396 307,732 23,790 34,406 37,929 273,476 29,972 42,565 48,688 346,204 36,313 49,047 55,226 381,246 37,833 50,618 56,024 372,635 EUR 118.51 EUR 81.33 1,889 989 EUR 89.80 EUR 18.59 1,950 961 EUR 58.29 EUR 15.38 1,964 961 EUR 55.11 EUR 35.93 3,083 2,087 EUR 48.70 EUR 20.79 3,078 2,039 EUR 42.08 EUR 20.79 3,064 2,036 EUR 103.29 EUR 80.74 1,717 934 0.47% 26.7% 48.4x 67.3x 0.36% 25.0% 54.5x 71.3x ‐0.18% ‐12.9% 71.7x 70.8x 0.27% 15.2% 40.9x 43.6x 0.14% 6.0% 39.0x 44.8x 0.20% 9.0% 40.5x 44.1x 0.14% 6.1% 40.2x 44.3x Data source: Deutsche Bank company filings. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -15- UV6662 Exhibit 2 DEUTSCHE BANK AND THE ROAD TO BASEL III Deutsche Bank Comparable Company Valuation and Metrics (data in millions, except per share) Deutsche Bank JPMorgan Chase Reporting Currency 12 Months Ended Stock Price as of July 30, 2012 Diluted Shares Outstanding Euros June 30, 2012 Citigroup Barclays BNP Paribas U.S. dollars U.S. dollars British pounds Euros June 30, 2012 June 30, 2012 June 30, 2012 June 30, 2012 24.85 949.0 36.14 3,834.5 27.14 3,007.8 1.71 12,497.5 31.19 1,195.5 2,241,174 2,224,909 2,185,429 55,745 39,480 50,618 2,290,146 2,239,202 2,106,374 183,772 132,828 148,399 1,916,451 1,884,812 1,732,852 183,599 151,960 141,448 1,631,265 1,623,404 1,577,060 54,205 46,344 52,011 1,970,041 1,956,350 1,887,911 82,130 68,439 63,200 Book Value per Share Tangible Book Value per Share Diluted Earning per Share 2012E EPS 2013E EPS Dividend per Share 58.74 41.60 3.04 4.00 4.92 0.75 47.93 34.64 4.33 4.66 5.21 1.10 61.04 50.52 3.45 3.99 4.47 0.04 4.34 3.71 0.13 0.17 0.35 0.06 68.70 57.25 4.80 5.62 5.59 1.20 Return on Assets Return on Tier 1 Equity Capital Total Assets to Tier 1 Capital Dividend Yield 0.13% 5.7% 44.3x 3.0% 0.72% 11.2% 15.4x 3.0% 0.54% 7.3% 13.5x 0.1% 0.10% 3.1% 31.4x 3.5% 0.29% 9.1% 31.2x 3.8% Price to Tangible Book Ratio Price to Trailing Earnings Ratio Price to 2012E EPS Price to 2013E EPS 0.60x 8.2x 6.2x 5.0x 1.04x 8.3x 7.8x 6.9x 0.54x 7.9x 6.8x 6.1x 0.46x 13.1x 10.0x 4.9x 0.54x 6.5x 5.5x 5.6x Total Assets Tangible Assets (Total Assets ‐ Goodwill and Intangibles Total Liabilities Book Value Tangible Book Value Tier 1 Capital Data sources: Deutsche Bank. JPMorgan Chase, Citigroup, Barclays, and BNP Paribas company filings. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -16- UV6662 Appendix 1 DEUTSCHE BANK AND THE ROAD TO BASEL III Overview of Commercial/Retail Banking and Investment Banking Commercial/Retail Banking Activities Net Interest Income: Commercial Loans, Residential Loans, and Interest-Yielding Securities For most banks, the largest component of revenue was net interest income. Essentially, this is the difference between the interest that a bank paid to borrow funds and the interest that a bank was paid from loaning funds to borrowers or buying interest-earning securities. For example, a bank would attract savings deposits by paying depositors a small amount of interest (savings deposits interest rates were slightly under 1.00% per year in 2012). With its borrowed funds, the bank would make loans to borrowers (e.g., residential mortgages to home buyers, equipment loans to manufacturing companies) or invest in interest-earning securities (e.g., U.S. treasury bonds). The difference or “spread” between the 1.00% paid to depositors to borrow funds and the interest earned from owning U.S. treasury bonds or providing mortgages to homebuyers was called net interest income. Noninterest Income: Fees and Commissions In addition to net interest income, commercial banks generated revenues through fees, commissions, and various other activities—noninterest income. Those revenue-generating activities ran the gamut from fees earned from originating and servicing mortgage loans to charging overdraft fees on checking accounts. Regardless of the source of that income, if it was not earned from receiving interest, it was considered noninterest income. Expenses: Provisions for Loan (or Credit) Losses When a bank loaned money, it took a risk that when due, the borrower might be unable to pay back the loan in its entirety. To compensate for that, the bank assumed that a certain percentage of the principal amount of the loan would not be paid back. That amount was called a loan or credit loss provision and was charged as an expense on the bank’s income statement. The amount of the provision was left to the discretion of the bank’s management, taking into account the borrower’s credit, the value of the loan’s collateral, and various other factors. Because the provision was just an estimate, it was inherently uncertain, and the actual loss on the loan could be significantly more or less than the amount provisioned by the bank. Expenses: Salaries, General and Administrative As was the case for any business, banks incurred expenses associated with day-to-day operations. The largest components of these expenses were typically salaries and employee benefits, as well as general and administrative costs (e.g., rent, utilities, insurance). This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -17- UV6662 Appendix 1 (continued) Investment Banking Activities Sales and Trading Sales and trading activities engaged in the purchase and sale of corporate or government securities, currencies, and derivatives (e.g., options, futures, forwards) on exchanges or in over-thecounter (OTC) markets. Such trading, either for the customer’s or the bank’s account (proprietary trading) generated commissions and trading profits for the firm. In addition, most sales and trading departments had in-house securities research departments with analysts offering buy and sell recommendations on individual securities. Corporate Finance, Origination and Advisory A broad range of services was covered under the category of corporate finance. One of the largest was origination and advisory services, which ranged from helping companies raise equity (e.g., IPOs) and debt (e.g., bond sales) in public markets to advising companies in mergers and acquisitions and restructuring activities. In addition, corporate finance included assisting companies with other financing issues such as hedging, cash management, asset securitization, and trade financing. The investment bank providing these services generated fees and/or commissions. Asset Management Asset management services provided investors (whether institutional or private) with investment advice and portfolio construction that was tailored to meet the individual needs of each client. Sometimes banks referred to the division as private wealth management or private banking. Regardless, investors had varying investment goals, risk tolerance levels, and capital to invest. Clients paid fees for asset management services that attempted to address their needs. Source: Created by case writer. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -18- UV6662 Appendix 2 DEUTSCHE BANK AND THE ROAD TO BASEL III Basel II versus Basel III The Basel Committee The Basel Accords, published by the Basel Committee on Banking Supervision (Committee) housed at the Bank for International Settlements, sets a framework on how banks and depository institutions must calculate their capital. The goal of this framework is too keep banks from taking excessive risks that threaten the safety of depositors’ funds or the stability of the financial system. In 1988, the Committee introduced a capital measurement system commonly referred to as Basel I. In 2004, this framework was officially replaced by a significantly more complex capital adequacy framework commonly known as Basel II. In response to the global financial crisis, Basel II would be replaced in 2013 by a revised framework called Basel III. Although the regulatory framework is established by the Basel Committee, a bank’s national regulator has some discretion in setting and enforcing regulatory capital requirements for its country’s banks. For example, in the United States, this authority rests in the hands of the Board of Governors of the Federal Reserve. In the case of Deutsche Bank, regulatory requirements are set by the Federal Financial Supervisory Authority, or “BaFin” for short. Regulatory Capital Requirements A bank’s regulatory capital ratio can be broadly defined as its total regulatory capital divided by its risk-weighted assets (regulatory capital/risk-weighted assets); however, depending on the regulatory framework, the definitions for regulatory capital and risk-weighted assets are both varied and complex. The following section provides an overview of these subjects. Risk-weighted assets A risk-weighted asset is a bank’s asset or off-balance-sheet exposure weighted by the riskiness of that asset or exposure. These asset risks are measured, using various methods, with respect to credit, market, and operational risk. The risk-weighting differs depending on the type of asset: a lower riskweighting is applied to safer assets and vice versa (at least in theory). For example, under the Basel II “standardized approach,”19 sovereign bonds that are rated AAA by Standard and Poor’s (or another qualifying credit rating agency) carry a 0% risk weight. Included in this category would be U.S. or German government bonds. On the other hand, assets secured by residential property (i.e., mortgage loans) are assigned a risk weight of 35%. In terms of calculating risk-weighted assets, this means that if a bank had USD100 of U.S. bonds and USD100 of mortgage loans on its balance sheet, its total risk-weighted assets would equal USD35 (0% × USD100 U.S. bonds + 35% × USD100 mortgage loans = USD35). 19 The Basel II framework also offers an Internal Ratings Based (IRB) approach, but it is very complex and falls outside the scope of this case. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -19- UV6662 Appendix 2 (continued) The actual calculation of a bank’s risk-weighted assets is much more complicated than this, but the general premise is quite simple—the value of a bank’s assets multiplied by the respective risk weights for those assets equals the bank’s risk-weighted assets. It should be noted that under Basel II, much discretion is given to banks’ risk management departments to determine their own risk-weighting frameworks. Under Basel III, this freedom is expected to be curtailed significantly. Regulatory capital requirements Basel II versus Basel III Common Equity Tier 1 (CET1) consists of common shares and retained earnings. Additional Tier 1 consists of certain hybrid securities (e.g., types of trust-preferred securities). Tier 2 Capital comprises certain hybrid securities and subordinated debt that is senior to Common Equity and the hybrid securities allowed as Additional Tier 1. In addition to the Minimum Capital Ratios, Basel III implemented certain capital buffers (see Table A1) that would all require additional Common Equity Tier 1. So while total minimum capital ratios appear to remain constant at 8%, the capital buffers serve to substantially increase Common Equity Tier 1 requirements. Table A1. Capital requirements Basel II and Basel III. Minimum Capital Ratios as % of Risk‐Weighted Assets Common Equity Tier 1 Additional Tier 1 Total Tier 1 Capital Tier 2 Capital Total Capital (Tier 1 + Tier 2) Additional Capital Buffers as % of Risk‐Weighted Assets Capital Conservation Buffer Countercyclical Buffer Surcharge for Systemically Important Financial Institutions Minimum Capital Ratios + Capital Buffers Common Equity Tier 1 Add: Capital Buffers Total Common Equity Tier 1 Additional Tier 1 Total Tier 1 Capital Tier 2 Capital Total Capital (Tier 1+Tier 2+Buffers) Basel II Basel III 2.0% 2.0% 4.0% 4.0% 8.0% 4.5% 1.5% 6.0% 2.0% 8.0% N/A N/A N/A 2.5% 0.0%‐2.5% 1.0%‐2.5% 0.095 2.0% 4.5% 0.0% 3.5%‐7.5% 2.0% 8.0%‐12.0% 2.0% 1.5% 4.0% 9.5%‐13.5% 4.0% 2.0% 8.0% 11.5%‐15.5% Data source: Basel III: A Global Regulatory Framework for More Resilient Banks and Banking Systems. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021. -20- UV6662 Appendix 2 (continued) Liquidity The Basel Committee had also approved the establishment of a maximum Leverage Ratio, based on total assets (a Liquidity Coverage Ratio) to ensure banks had adequate amounts of liquid securities in financial downturns. It also established a Net Stable Funding Ratio to ensure banks could access additional funds when needed. Specific limits had yet to be set but were to be determined and implemented during the phase-in period from 2013–19 (Table A2). Table A2. Phase-in schedule for Basel III. Minimum Tier 1 Capital Minimum Total Capital Conservation Buffer Minimum Total Capital plus Conservation Buffer 2013 4.50% 8.00% 2014 5.50% 8.00% 2015 6.00% 8.00% 8.00% 8.00% 8.00% 2016 6.00% 8.00% 0.625% 8.63% 2017 6.00% 8.00% 1.250% 9.25% 2018 6.00% 8.00% 1.875% 9.88% 2019 6.00% 8.00% 2.50% 10.50% Leverage Ratio ‐ Minimum standard to be introduced in 2015 Liquidity Coverage Ratio ‐ Minimum standard to be introduced in 2015 Net Stable Funding Ration ‐ Minimum standard to be introduced in 2018 Data source: Basel III: A Global Regulatory Framework for More Resilient Banks and Banking Systems. This document is authorized for use only in Wallace Fan's FINS5512 Financial Markets and Institutions - T2 2021 at University of New South Wales from May 2021 to Sep 2021.