Bandhan Bank merging with Gruh in a share swap deal, is a marriage of east and west. Bandhan Bank is a microlending powerhouse based out of Bengal, while Gruh is a Gujarat based home lending NBFC with HDFC bank pedigree.
The marriage has caused market participants severe indigestion, primarily over valuation concerns. It is a marriage of convenience (Bandhan’s management seeks to dilute its ownership to be in compliance and HDFC seeks to raise capital) but there are more than tactical concerns. So what are the potential long-term benefits that are being ignored?
First, Bandhan, whose motto is “aapka bhala, sabki bhalai” (i.e. for your good and everyone else’s) is a very aggressive and profit-centric bank with a deceiving “not-for-profit” facade.
Bandhan has maintained industry beating NIMs of 10%+. In its recent quarterly results the treasury operations have also scaled and generated 63 times (!) YoY profit growth, in part due to treasury riding positive yield curve movements in AFS and HTM portfolio. This is clearly not a management that let’s an opportunity pass and Gruh’s acquisition will not necessarily prove to be EPS negative (Gruh has lower NIIs but higher ROE than Bandhan)
Second, Bandhan Bank has grown its CASA deposits within just 3 years to an astounding 41%, which is similar to a veteran bank like HDFC! This growing deposit base will help in the future to fund Gruh’s liabilities for long-tenor home lending. No more borrowing for Gruh at premium from debt markets and bank facilities. Gruh’s industry beating home loan underwriting standards will now have the benefit of the Bandhan’s low cost funding. The merged entity will enjoy peerless expertise in both unsecured (primarily Microfinance lending of Bandhan) and secured (collateralized home-lending) loans.
Third, geographical and cross-market synergies have immense potential. East India has a huge and untapped home lending market that could be accessed quickly using Gruh’s underwriting processes. Bandhan is deeply entrenched in this geography, while it has more than a toehold in the West of India (94 branches) and it could use Gruh’s branch network to cross-sell its micro-banking products.
The rural and semi-urban portfolio of the merged entity would be 71%. Bandhan Bank would then cross-sell deposits, microloans and home loans to a bottom of the pyramid clientele.
Additionally, Gruh has a significant wholesale book with its developer/builder lending portfolio. This is an area where a primarily retail lending bank like Bandhan can struggle to build capabilities as has been demonstrated by the recent IL&FS provisioning and write off (gross NPAs have surged YoY in the recent Q3 results). Bandhan will now have capabilities of a full-fledged bank across retail and wholesale portfolios.
Valuation Risks remain and have been noted and priced in by the market. At current market capitalization, Bandhan and Gruh finance have a combined market cap of about 70k crores, which is much more than the expected pro-forma AUM of the merged entity (50k crore). For comparison, Ujjivan and Equitas both currently trade at par or discount to its AUM.
But is it a fair comparison? Ujjivan and Equitas are small finance banks and Bandhan is a full-fledged bank without the restrictions placed on SFBs, which lends to lower costs of lending. Besides, based on past history and its presence in under-penetrated markets, the growth and profitability expectations from Bandhan should be much higher. The market is a voting machine in the short term but a weighing machine in the long term. So let us wait and watch.