Deutsche Bank - Equity Research
Lloyds TSB {Ticker: LLOY.L, Closing Price: 279.75, Target Price: ?, Recommendation: }
*Lloyds TSB makes 232p offer for HBOS
The key elements of the acquisition announcement are, in our view:
1) HBOS shareholders offered 0.83 Lloyds TSB shares per HBOS share
held, amounting to 232p value at last night's close, valuing the
business at 12bn and giving HBOS shareholders 44% of the enlarged
group.
2) Lloyds TSB chairman Victor Blank and CEO Eric Daniels will lead the
combined bank, with the deal closing late 2008 or early 2009.
3) Government intervening to circumvent Competition Commission
concerns over market share.
4) Cost synergies of >1bn by 2011, in line with our estimates.
5) Pro-forma EPS accretion of 20% for Lloyds TSB.
6) HBOS have agreed a 1% break fee and have agreed NOT to solicit
alternative offers which could delay this deal.
*No change to capital, credit or funding concerns
Three significant negative remain, in our view. First, the combined
group is has a June 2008 pro-forma core tier 1 of c.5.9% (5.0% if
insurance capital is eliminated), too low for the current environment,
in our view. Second, if we substitute 1992 peak loan loss rates for
current 2009 forecasts, the combined group would see a 60% EPS or
GBP5.4bn downgrade, overwhelming the GBP1.2bn cost synergies of the
deal. Third, adding two banks together does not reduce funding
requirements: Lloyds TSB/HBOS' loans exceed deposits by GBP265bn
(ignoring non-loan assets); the group's sub-1 year wholesale refinance
requirement is c.GBP190bn, we estimate.
*Can these concerns be addressed in the presentation?
We remain cautious on the short term prospects for the combined group
given the headwinds described above.
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