Challenges In Evaluating Financial Firms BDO Bahrain Introduction Issues of Concern The Bahraini banking sector is composed of local, regional and international firms. Realising that its oil supply was limited, Bahrain adopted a strategy of economic diversification at an early stage. As a result, Bahrain’s financial sector in 2012 accounts for 25% of the country’s GDP and is the largest non-oil contributor to the national balance sheet and is of prime importance to the country’s economic prosperity. As of March 2012, the Central Bank of Bahrain has licensed 23 conventional retail banks, 7 shariacompliant retail banks, 20 wholesale banks and 55 conventional wholesale banks. As of 2012, 27 insurance and reinsurance firms are locally incorporated in Bahrain, of which nine operate according to sharia principles (takaful) and a further 11 overseas firms are licensed to operate within Bahrain. In Detail About Us Banks in Bahrain 7 20 55 23 Conventional Wholesale Banks Conventional Retail Banks Wholesale Banks Sharia Compliant Retail Banks Source - Central Bank of Bahrain 2012 The overall significance of the financial services industry to the economy of Bahrain has prompted BDO to review and comment on the valuation practices suited to this important sector. Introduction Issues of Concern The valuation of insurance companies, retail and investment banks pose several different issues to those faced by the valuer when valuing non-financial sector businesses due to the nature of their operations. These can be summarised as follows: Free cash flows to the firms or equity holders cannot be calculated by adjusting for capital expenditure, working capital or debt as for a non-financial services business. Financial services firms are strictly regulated. Regulations control how the business is run and how much capital the bank needs to set aside to keep operating. Debt in financial services firms cannot be classified as a source of finance rather it is more akin to raw materials. In Detail About Us “ All these factors render the calculation of cost of capital as a weighted average of cost of debt and cost of equity meaningless, a constituent part of valuing any business using the Discounted Cash Flow methodology, one of the prime valuation approaches ” Introduction Issues of Concern Financial services firms are highly regulated with regards to where and how much they can invest. Retaining and reinvesting capital is necessary for future growth however, what classifies as a reinvestment for financial services firms is very different to non-financial services firms. Non-financial services firms invest in property and plant and equipment where as financial services firms mainly focus on investing in assets like human capital and their brand name. In addition, financial services firms are required to set aside capital to meet the regulatory requirements for risk management. Therefore, using free cash flows adjusted for capital expenditure relating to property and plant and equipment may not be enough for financial services firms. Valuers should also account for regulatory capital requirements which are necessary for future growth and sustainability of financial services firms. In addition, due care should be exercised for differences in regulatory requirements when comparing cross border firms as a benchmark for free cashflows. In Detail About Us The calculation of free cash flows is further complicated as searching for debt in the financial statements of financial services firms is also fraught with difficulties and inconsistencies. Treating all short term and long term borrowings (including customer deposits) as debt will present unreasonably high debt ratios. In substance though, banks do not have debt as it is their business to borrow and lend money and earn an interest margin on it. Hence the definition of debt as we see it in non-financial services firms does not hold for financial services firms. Introduction Issues of Concern Given the difficulties outlined above, valuing financial services firms using traditional cash flows to calculate enterprise value and adjusting for debt to arrive at an equity value may not be the right approach. For valuation purposes we can use dividends as they are a cash flow to the equity holders and can avoid the difficulty of determining the cash flows for reinvestment. We can also adjust the cash flows for the reinvestments which financial services firms make for example reinvestments to meet the capital adequacy requirements. To ensure that the results are within acceptable parameters and as a cross check, analysts can also use relative valuation methods typically the price to book ratio for comparable listed businesses operating in the same sector. The balance sheet of the financial services firms (banks in particular) state the current market values of most assets and liabilities, therefore using price to book ratios can overcome the typical problem of using the ratio for nonfinancial services firms where the book values usually represent historical costs. In Detail About Us Introduction Issues of Concern In Detail About Us BDO has provided valuation advice to a wide range of businesses and for diverse purposes dealing effectively with issues arising from major business transactions, including M&A and valuations for financial reporting. Based on our valuations experience with several banks and reviewing the valuation parameters used by other analysts it seems that, despite the obvious difficulties and inconsistencies, analysts are still using traditional cash flows for valuing financial services firms which, given the difficulties outlined above, may not result in the most appropriate valuation. At BDO we have developed a team of experts for valuing financial services sector firms through attendance at external industry specific training courses who are appropriately experienced and qualified. Our experts have experience in conducting financial services firm valuations for various purposes such as annual impairment testing, dispute resolution, sell-side assistance, buyside assistance, etc. Our services can provide you with objective support, cost savings, enhanced leverage in negotiations and overall superior decision making. HOW WE CAN HELP YOU If you would like further information about this publication or our special knowledge of this sector please contact: PHILIP ATKINSON Director philip.atkinson@bdo.bh Contact us BDO BAHRAIN Business Development Department 17TH Floor, Diplomat Commercial Office Tower PO BOX 787, Manama Kingdom of Bahrain T: +973 1753 0077 F: +973 1791 9091 This publication has been written carefully but expresses general terms. BDO Bahrain, its partners, employees and agents do not accept any liability or duty of care for any loss arising from any action taken or not taken by anyone in reliance on the information in this publication or for any decision based on it.