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The sale of non-performing loans - beneficial for a bank?

©2005 Masterarbeit 66 Seiten

Zusammenfassung

Inhaltsangabe:Abstract:
Recently business magazines and newspapers have reported regularely about settled NPL deals. NPL is the abbreviation for a non-performing loan and simply describes a situation in which the debtor stopped complying to the terms agreed upon with the lender. Depending on the specific credit terms, the borrower has to pay interest and to repay the principle at a certain time. If this does not happen at a specific time the lender will demand the debtor to stick to the agreed terms and finally, in the event that the debtor does not change his or her behaviour, terminate the underlying contract.
At what specific point in this process the loan should be qualified as a non-performing loan is not standardized. The range of past due periods varies from 30 days, over 90 days, to even 180 days. Neither accounting rules nor supervisory law specify yet under which conditions a financial institution has to classify certain loans as non-performing loans. However, this will change with the enforcement of Basel II, and also thanks to international distressed debt investors which demand for global standards.
From time to time financial institutions amass huge stocks of these loans which finally leads to a wave of NPL sales. The market for NPL’s evolves and is active for three to five years. After resolving the stock of NPL’s it breaks down and stays relatively inactive for a longer time before it might develop again. Beside this time-related feature, a geographic pattern can be detected. The market does not evolve at the same time all around the world, but moves from one country or economic zone to the other.
Right now, Germany is the most active market in Europe. The question is why. The sale of NPL’s belongs neither for mortgage banks nor for commercial banks to their ordinary business. On the contrary, these banks are selling part of their core business – the credit business. Of course defaulting debtors are not the most attractive ones for banks, and therefore who would to question the bank that wants to get rid of them.
On the other hand banks dispose of traditional instruments to deal with these customers. The work-out department is usually in charge of collecting receivables and also the transfer of the respective receivables to debt-collecting agencies is a long exercised practice among banks. Are these traditional means no longer able to deal with the indubitable tremendous stock on NPL’s in German banks and will the outsourcing […]

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Inhaltsverzeichnis


ID 9272
Grötzinger, Dirk: The sale of non-performing loans ­ beneficial for a bank?
Druck Diplomica GmbH, Hamburg, 2006
Zugl.: ESC Dijon Bourgogne - Burgundy School of Business, MA-Thesis / Master, 2005
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TABLE OF CONTENT
I.
INTRODUCTION ... 1
II.
MARKET FOR NPL'S IN GERMANY ... 3
1.
Sellers of NPL's ...3
2.
Buyers of NPL's ...7
3.
Legal framework in Germany...9
a. Right of supervision...9
b. Purchasing law...12
4.
A typical transaction process...14
5.
Current situation on the market ...17
III.
NPL ­ A CYCLIC MARKET ... 20
1.
International scope...20
2.
Reasons for the evolving market in Germany...23
3.
The sale of NPL's ­ only the last option for a bank? ...28
a. Classical internal work-out ...28
b. Commissioning of collection agencies ...31
c. Securitisation...31
d. Synthetic sale...33
e. Benchmark portfolio sale?...34
IV.
QUANTITATIVE EFFECTS FROM A BANKS' POINT OF VIEW ... 35
1.
Relief in the obligation of equity coverage...35
2.
Profit growth due to new engagements...40
3.
Higher efficiency in the work out ...40
I

4.
Cheaper funding due to a higher rating...42
V.
FAIR SELLING PRICE FOR A NPL PORTFOLIO... 45
1.
Valuation of NPL's ...45
a. Traditional valuation of receivables ...45
b. Default requires a different approach? ...46
c. The value of collaterals determines the future cash-flow ...47
2.
Synergies might create a margin ...49
a. A different approach towards profit and loss measurement ...49
b. Moral hazard ...50
c. A more efficient work-out...50
d. Different legal environments...51
e. A reasonable price range from a banks' point of view...52
VI.
CONCLUSIONS ... 53
II

I. Introduction
Recently business magazines and newspapers have reported regularely about
settled NPL deals.
1
NPL is the abbreviation for a non-performing loan and
simply describes a situation in which the debtor stopped complying to the terms
agreed upon with the lender. Depending on the specific credit terms, the
borrower has to pay interest and to repay the principle at a certain time. If this
does not happen at a specific time the lender will demand the debtor to stick to
the agreed terms and finally, in the event that the debtor does not change his or
her behaviour, terminate the underlying contract. At what specific point in this
process the loan should be qualified as a non-performing loan is not
standardized. The range of past due periods varies from 30 days, over 90 days,
to even 180 days. Neither accounting rules nor supervisory law specify yet
under which conditions a financial institution has to classify certain loans as
non-performing loans.
2
However, this will change with the enforcement of Basel
II, and also thanks to international distressed debt investors which demand for
global standards.
3
...
10. Past due loans
75. The unsecured portion of any loan (other than a qualifying residential mortgage loan) that is
past due for more than 90 days, net of specific provisions (including partial writeoffs), will be
risk-weighted as follows:
...
[Extracted from: International Convergence of Capital Measurement and Capital Standards ­ A Revised Framework, Basel Committee on Banking Supervision,
June 2004]
From time to time financial institutions amass huge stocks of these loans which
finally leads to a wave of NPL sales.
4
The market for NPL's evolves and is
active for three to five years. After resolving the stock of NPL's it breaks down
and stays relatively inactive for a longer time before it might develop again.
Beside this time-related feature, a geographic pattern can be detected. The
1
Financial Times Deutschland. BayernLB entsorgt faule Kredite bei Cerberus. 13.06.2005; Die
Welt. Kreise: DZ Bank verkauft ihre Problemkredite. 15.04.2005.
2
Gleumes, Günter. p1.
3
Ernst & Young, Global Nonperforming Loan Report 2004 -Executive Summary, p4; Compare
for an international definition of distressed debt International Distressed Investing, International
Insolvency Institute, p3.
4
Furth, Douglas L.. Secured Lender, Sep/Oct2001, Vol. 57 Issue 5, p24.
1

market does not evolve at the same time all around the world, but moves from
one country or economic zone to the other.
5
Right now, Germany is the most active market in Europe.
6
The question is why.
The sale of NPL's belongs neither for mortgage banks nor for commercial banks
to their ordinary business. On the contrary, these banks are selling part of their
core business ­ the credit business. Of course defaulting debtors are not the
most attractive ones for banks, and therefore who would to question the bank
that wants to get rid of them. On the other hand banks dispose of traditional
instruments to deal with these customers. The work-out department is usually in
charge of collecting receivables and also the transfer of the respective
receivables to debt-collecting agencies is a long exercised practice among
banks. Are these traditional means no longer able to deal with the indubitable
tremendous stock on NPL's in German banks and will the outsourcing wave
reach part of every banks back office?
7
Many decision-makers in the banking sector are wondering about the mass of
offerings and inquiries from potential buyers or intermediaries. Without any
doubt the German market is a seller market at the moment.
8
Aside from the
banks which have no choice but to sell part of their assets in order to escape
insolvency, the question remains whether this is a good opportunity for banks to
get rid of some of their "bad customers" or if this is just an ordinary
management hype which results in costly decisions. Taking the intended profit
margin of some well-known NPL buyers into account, some doubts about the
attractiveness of a sale from a banks' point of view might arise.
9
5
Anders, Dietmar Dr.. Ausgewählte Rechtsfragen zum Handel mit ,,Non-Performing-Loans". p8.
6
McNee, Alan. Banker, Jul2005, Vol. 155 Issue 953, p195; approximately 60% of Europe's
NPL's stock in Germany Bowman, Louise. IRS. April 2005. p21; Rodman, Jack. Mortgage
Banking, Jul2004, Vol. 64 Issue 10, p66.
7
For the servicing of the NPL transactions already 20 servicing companies started their
business in Germany Pieske, Reinhard. Versicherungswirtschaft, September 2005, p. 3; a
recently conducted survey shows that in 95% of the cases the whole credit workflow is
organised internally compare Herr, Hansjörg and Stachuletz, Rainer. p22.
8
McNee, Alan. Banker, Jul2005, Vol. 155 Issue 953, p195; there are even some complaints of
NPL investors that recently settled deals were to expensive Bowman, Louise. IRS. April 2005.
p22.
9
Börsen-Zeitung. Lone Star wird von seinen Investoren reguliert. 25.05.2005; Rodman, Jack.
Mortgage Banking, Jul2004, Vol. 64 Issue 10, p66.
2

After giving a picture of the current market situation in Germany including its
participants and the regulatory framework for the transactions, the focus is put
on the banks point of view. Are there any countable advantages for a selling
bank?
Recently settled transactions have proved that the price expectations differ
largely from the bids.
10
Is there any hidden value which could be extracted by
the sale of NPL's and therefore generate potential for price negotiations?
II. Market for NPL's in Germany
1.
Sellers of NPL's
As mentioned above the NPL market in Germany is presently dominated by the
sellers.
11
The sell-side is occupied by banks. Banks are called involuntary
distressed investors since their investments in distressed debts are generated
by their lending business.
12
Considering the fragmentation of the German banking system it is not obvious
that the NPL turnover in Germany is determined by the sell-side.
13
The four big
players count only for 14% of the total market as regards the total lending.
14
Market Share by Loans to Non-Banks Customers
Public Sector Banks
36%
Cooperative Banks
12%
Mortgage Banks
17%
Other
10%
Big Banks
14%
Regional and Other
Commercial Banks
11%
Source: Deutsche Bundesbank Monthly Report September 2004
10
Wood, Duncan. Deutsches Risk. Summer 2005. p12.
11
Handelsblatt. Investoren reißen sich um faule Kredite deutscher Banken. 14.03.2005.
12
Schalast, Christoph and Daynes, Christian. Distressed Debt-Investing in Deutschland -
Geschäftsmodelle und Perspektiven. p36.
13
Cherubim, Michael, Waschkuhn, Wolf, Gruber, Kevin, Jaecklin, Stefan, Kütz, Finja Carolin. A
Market for the Making. February 2005, p10.
14
FitchRatings. The German Banking System. 22. February 2005, p13.
3

The commercial banking sector in Germany can be divided into two parts, the
very German appearance of universal banks and the specialized banks.
Universal banks are offering various kinds of services to their customers. This
ranges from ordinary lending over saving to more sophisticated finance, or
investment products. This share of the market can be divided again into three
further sub-groups which coined the term "three pillar system" for the German
Banking System.
15
The first sub-group is composed of privately owned credit banks. Among these,
one can find the four major banking corporations, which are also known on the
international stage.
16
The second and third sub-group operates basically only
on a regional basis. Cooperative banks were founded roughly 100 years ago by
local farmers and craftsmen to support the agricultural and local development.
Today these banks are not only owned by their initial founders but are still
deeply rooted in the local communities.
17
The third group of banks are founded
under public law. The so called savings banks were founded after the Second
World War with the intent to foster private savings, accumulation of wealth and
the provision of credit to local businesses.
18
Although the operations of both the
cooperative and the savings banks are regionally limited, some activities which
can only be performed economically on a broader scope were centralized in
umbrella organizations.
19
For the granting of loans, however, still every single
bank is responsible, and therefore is a potential player on the NPL market.
Aside from the large mass of universal banks there are a few specialized banks.
A considerable part of this sector is composed of mortgage banks. These banks
are operating in the real estate business. They lend long-term money in return
for real estate collaterals.
20
Banks which sold non-performing loans claim that the motivation for the
transaction was the release of capital and the reduction of work-out costs. The
pressure to employ the economic capital efficiently is particularly important
15
FitchRatings. The German Banking System. 22. February 2005, p5.
16
The four big banks are Deutsche Bank, HypoVereinsbank, Dresdner Bank and
Commerzbank.
17
FitchRatings. The German Banking System. 22. February 2005, p16.
18
FitchRatings. The German Banking System. 22. February 2005, p15.
19
The DekaBank leads the investment banking business of the savings banks and the DZ Bank
is the counterpart for the co-operative banks.
20
FitchRatings. The German Banking System. 22. February 2005, p16.
4

since the new Basel Capital Accord requires banks to cover risky assets with
more equity. A second capital-related rationale is the fact that NPL's do not
generate any profit.
The reduction of work-out costs is not only aiming at labor costs but also to
release management capabilities.
21
In times of growing competition financial
institutions prefer to focus on growing and profitable markets instead of wasting
resources for nonprofitable operations.
Creditbanks (255)
Public Sector
Banks (498)
Co-operative
Sector Banks
(1.380)
Big Banks (4):
Deutsche Bank
Dresdner Bank
Commerzbank
HypoVereinsbank
Regional and Other
(168)
Branches of
Foreign Bank (83)
Savings Banks (486)
Landesbanks (11)
DekaBank
Primary Co-
Operative Banks
(1.378)
Westdeutsche
Genossenschafts-
Zentralbank AG
(WGZ)
DZ Bank
Universal Banks
Source: FitchRatings February 2005
Among the universal banks only the privately owned have been active on the
NPL market so far. To a big part this is due to different stakeholders. Pressure
from professional investors forces the management to settle the portfolio and to
strive for higher margins. Cooperative and saving banks on the contrary are not
listed on any stock exchanges and therefore have not yet felt the pressure for
NPL transactions. However in recent times there are some hints, and even
some attempts to play a role in the market.
22
21
Eurohypo. A seller's view. 11. March 2005, p3.
22
Financial Times Deutschland. Ost-Sparkassen forcieren Kreditverkauf. 27.08.2004.
5

As regards the total size of the market, mortgage banks have played an
important role on the seller side.
23
Firstly, this is due to the attractiveness of real
estate collaterals from the buyers' viewpoint. Secondly, this sector was mainly
shaped by a huge spin-off from the HypoVereinsbank which separated its real
estate business into an independent corporation.
24
Since only the privately owned credit banks, and in particular mortgage banks,
act as sellers on the market a big part of the total NPL pie is not yet for sale.
Considering the estimations of the total NPL volume in Germany, which varies
from 160 to 300 billion Euros approximately only 40% is available at the
moment.
25
If this changes in the future the bargaining power might shift to the
buyers of NPL's.
Estimated Distressed Debts in Germany
100
150
250
320
0
50
100
150
200
250
300
350
Morgan Stanley
2004
IMF 2002
Citigroup 2004
E&Y 2004
Source: Bolder (2005)
23
Handelsblatt. Investoren reißen sich um faule Kredite deutscher Banken. 14.03.2005;
Schalast, Christoph and Daynes, Christian. Distressed Debt-Investing in Deutschland -
Geschäftsmodelle und Perspektiven. p35.
24
Businessweek Online. Lone Star Germany: Ravenous for bad debts. 14.03.2005.
25
Cherubim, Michael, Waschkuhn, Wolf, Gruber, Kevin, Jaecklin, Stefan, Kütz, Finja Carolin. A
Market for the Making. February 2005. p7.
6

Bad Loans by Banking Sector
682
460
406
629
312
43
26
27
41
23
0
100
200
300
400
500
600
700
800
Commercial
Banks
Mortgage Banks Cooperative
Banks
Savings Banks Landesbanken
T
ot
al
C
us
tome
r
Le
ndi
n
g
0
5
10
15
20
25
30
35
40
45
50
Tot
al
B
ad
Loa
ns
Source: Kroll & Mercer Oliver Wyman
2. Buyers of NPL's
As will be pointed out later, there are mature or experienced NPL markets in the
world. One of them is the US market. The experience which the actors gained in
this market gave them their competitive edge today and for this reason they are
the main players on the German NPL market today.
26
They can be divided into
roughly two groups. The first group is composed of traditional investment
banks
27
, which use their expertise in this sector to do business in their own
interests. The second group are private equity funds
28
, which have collected
money and search for attractive investment opportunities (Opportunity-
Funds)
29
. Among the private equity funds Lone Star has been the most active
and successful one yet. Up to now Lone Star has closed NPL deals in Germany
with a total volume larger than 6 billion.
30
26
von Kruechten, Volker, Best, Stefan. Nonperforming Loan Deals: Positive Ratings
Implications Conceivable If Accompanied by Other Factors. 10. May 2005, p5.
27
Like Credit Suisse First Boston (CSFB), Deutsche Bank, Goldman Sachs or Morgan Stanley.
28
Like Cerberus, Oaktree or Lonestar.
29
Dumiak, Michael. U.S. Banker, Jun2005, Vol. 115 Issue 6, p1.
30
Kluempers, John. Texans Take A Shine to Bad German Loans, 07.04.2005.
7

Lone Star Funds (Lone Star) are closed-end, private-equity limited partnerships that include
corporate and public pension funds, university endowments, foundations, bank holding
companies, family trusts and insurance companies. Since 1995, the principals of Lone Star
have organized private equity funds totaling more than $8.3 billion to invest globally in secured
and corporate unsecured debt instruments, real estate related assets and select corporate
opportunities. In Asia, Greater North America and Europe, Lone Star has been a successful
investor in non-performing loans and real estate. The principals of the general partner recently
organized their fifth private equity fund with subscribed capital of $4.2 billion. To date, Lone Star
has closed more than 400 transactions at an aggregate purchase price of approximately $10
billion. Hudson Advisors, L.L.C. (Hudson Advisors), a company controlled by the principals of
Lone Star, performs the day-to-day management and servicing of the assets acquired by Lone
Star Funds. The company, which is headquartered in Dallas, Texas, employs more than 600
professionals and has affiliate offices in London, Tokyo, Seoul, Taipei, Jakarta, Berlin, Paris,
Frankfurt, Guadalajara and Mexico City.
Source: http://www.lonestarfunds.com]
These undertakings could win the first mover advantage and share by far the
biggest part of the processed NPL's among them.
31
A few of them founded or
bought their own banks just for the work-out of the NPL's.
32
Followed by a big distance some European investment banks are also involved
as purchaser in NPL transactions. Even some investment divisions of German
banks behave as potential buyers nowadays.
33
But it is doubtful if these late
actors can grab a considerable part of the business, since NPL markets are
cyclical and irrespective of some cooperative or saving banks will enlarge the
market volume and timeframe later the first mover advantage often makes the
difference.
The driving force for investors in distressed debts is obviously the search for
attractive investment opportunities. Particularly private equity funds have
experienced a huge capital inflow in the last ten years. Not only wealthy
individuals but also pension funds have pooled a huge amount of money which
has to be invested.
34
31
Cherubim, Michael, Waschkuhn, Wolf, Gruber, Kevin, Jaecklin, Stefan, Kütz, Finja Carolin. A
Market for the Making. February 2005. p21.
32
Dow Jones Newswires. NordLB verkauft Mitteldeutsche Handelsbank an Lone Star.
12.4.2005; Börsen-Zeitung. Goldman Sachs to acquire German Delmora Bank. 24.05.2005.
33
O'Leary, Christopher. High Yield Report, 6/27/2005, Vol. 16 Issue 25, p1.
34
Kamp, Lothar, Krieger, Alexandra. Die Aktivitäten von Finanzinvestoren in Deutschland -
Hintergründe und Orientierungen. July 2005. p12.
8

Besides the attractive yields, distressed debts have a special feature.
Distressed debts do not correlate with any traditional asset class. Therefore
distressed debts are a good mean to diversify portfolios.
35
Source: Schalast, Christoph and Daynes, Christian. Distressed Debt-Investing in
Deutschland -Geschäftsmodelle und Perspektiven
3. Legal framework in Germany
a. Right of supervision
The German legal system affects the NPL market differently. One has to
distinguish between two separate levels. The right of supervision regulates the
banking system in Germany. Since the banking system is very crucial for the
35
Schalast, Christoph and Daynes, Christian. Distressed Debt-Investing in Deutschland -
Geschäftsmodelle und Perspektiven. p12.
9

functioning of national economies the legislative passed various special acts
regulating the banking business.
The "Gesetz über das Kreditwesen" (KWG) states minimum requirements for
the lending business. Its purpose is to assure the stability and solvency of the
banking system. Therefore § 10 KWG obliges every bank to possess
appropriate own resources (equity). Furthermore every bank has to guarantee a
certain degree of liquidity, § 11 KWG.
The "Bundesanstalt für Finanzdienstleistungsaufsicht" (BaFin) is the supervisory authority for
financial services institutions in Germany which controls the compliance with the KWG. It has
some 1300 employees and offices in Bonn and Frankfurt. BaFin supervises some 2400
Kreditinstitute, 800 financial providers and 700 insurance companies.
In the face of major economic changes during the last decades and some
severe banking crises, multilateral co operations, especially in the area of the
economy, led to modifications both of the content and the source of these
provisions.
36
Today the KWG is affected by European legislation. The European Commission
initiated several legislative acts to harmonise the European banking market.
37
Moreover since money flows from one location in the world to another within a
few seconds and the capital markets are linked on an international basis,
banking crises in one area of the world can easily spill over to other economic
zones. In the awareness of possible spill-over effects the leading economic
states agreed on minimum security standards for its banking industry.
38
This
agreement was worked out in Basel at the Bank for International Settlement
(BIS) and therefore is today commonly known as the Basel Capital Accord. The
first agreement was published in 1981. Since 1998 the members of the BIC are
developing a new agreement. This became necessary because the possibilities
to measure risk are today much more developed and due to a variety of new
financial instruments a big part of the banks risk is off-balance and deserves
36
Caprio, Gerard Jr.. Banking on Crisis: Expensive Lessons from recent financial crisis. June
1998. p11.
37
Lamfalussy process compare http://europa.eu.int/comm/internal_market/securities/
lamfalussy/index_en.htm.
38
Member of the Basel Committee are Belgium, Canada, France, Germany, Italy, Japan,
Luxembourg, the Netherlands, Spain, Sweden, Switzerland, United Kingdom and United States.
10

closer attention. Since the work is basically done and the new Basel Capital
Accord is scheduled to come into force in 2007, the further remarks are based
on the latest available version of Basel II.
39
Basel II will find its way into the German legislation as a European directive.
40
With its enforcement banks will be obliged to cover credit risk with equity
according to the underlying default risk.
41
Up to now there is an overall
obligation of 8% coverage regardless of the individual default risk. The new rule
also aims at 8% coverage of the total credit risk. But the burden will be different
for every bank since credit risks are not shared equally among the banks. With
the enforcement of Basel II every bank has to assess every single engagement
and to cover it with equity according to its risk.
Every legal entity which wants to run a bank in Germany needs permission, §
32 paragraph 1 sentence 1 KWG. The banking business is legally defined and
everybody who fulfils one of these criteria's requires a banking license, § 1
paragraph 1 sentence 2 KWG. One criteria which triggers the license
requirement is the professional lending of money, §1 paragraph 1 sentence 2
number 2 KWG. Both the lender and the potential buyer of a loan therefore
need the permission of the BaFin for running a bank.
42
This might be considered differently in the case of non-performing loans if the
loan contracts are terminated. Because of the borrowers' breach of contract the
lending bank is entitled to terminate the loan contract. After the termination, the
bank has the right to claim the repayment of the outstanding loan sum. In case
an investor only buys these receivables for collection there is no reason for a
license, §1 paragraph 3 sentence 1 number 2 KWG.
43
But as the short
transaction history shows, the sold portfolio often contains sub-performing loans
which were not terminated.
44
Thus they still possess the legal quality of loans.
39
Basel Committee on Banking Supervision. June 2004.
40
for the latest version of RL 2000/12/EG see http://europa.eu.int/comm/internal_market/
index_en.htm.
41
Basel Committee on Banking Supervision. June 2004. p2.
42
Hanten, Mathias, Börsen-Zeitung, 09.08.2005.
43
Hanten, Mathias, Börsen-Zeitung, 09.08.2005.
44
Ernst & Young. A significant development: The German market for nonperforming loans. p1.
11

Details

Seiten
Erscheinungsform
Originalausgabe
Jahr
2005
ISBN (eBook)
9783832492724
ISBN (Paperback)
9783838692722
DOI
10.3239/9783832492724
Dateigröße
636 KB
Sprache
Englisch
Institution / Hochschule
ESC Dijon Bourgogne - Burgundy School of Business – Studiengang Master of Science in European Business Administration
Erscheinungsdatum
2006 (Januar)
Note
1,7
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