Bank Consumer Units Get No M&A Love

NEW YORK ( TheStreet) -- What do Citigroup ( C), ING ( ING) and HSBC ( HBC) all have in common? They are in the process of trying to sell pieces of their U.S. consumer and finance arms to raise capital.

The problem is there aren't many takers.

"Buyers are waiting it out," says Evercore analyst Andrew Marquardt. "You have had a lot of properties come up for sale, or are rumored to be for sale, including RBCUSA and Synovus ( SNV). There is also mixed economic data, so buyers are being more conservative."

"This is basically a trend of disappointment," said Miller Tabak analyst Tom Mitchell. "These businesses are all looking to sell off their finance arms due to market conditions. There are probably people who would undoubtedly say that we are about at a bottom."

Since first quarter earnings announcements financial stock performance has declined by around 16 percent, according to a note by Stifel Nicolaus analyst Christopher Mutascio. Stocks are being weighed down by uncertainty concerning regulations and banks' struggle to increase revenue and dividends. Investors in banks are, "apathetic," and while rumors are circulating, says Christopher Mutascio, the gap between buyers and sellers is narrow because of the economy and uncertainty looming over the sector.

For instance, Citigroup's stock has declined from $45.50 in April to $40.17, taking into account the 10-for-1 reverse stock split. HSBC's stock has declined from $52.25 to $51.20 since April. ING's stock has declined from $12.90 to $11.89 since April.

Potential buyers stock has been essentially flat: Capital One ( COF) have seen their stock increase from $52.09 to $52.17, American Express' ( AXP)stock rose from $45 to $49.67 and Discover's ( DFS) stock has declined from $24.15 to $23.40.

Mitchell believes that private equity firms will be interested in both CitiFinancial and any assets HSBC puts on the block including its credit card business. HSBC confirmed that it was reviewing its units for a sale. Analysts have said that the sale of assets could catch up to $25 billion.

The unit sales are likely to be pursued by private equity firms and banks that are making strategic expansions through acquiring other bank branches or businesses to diversify revenue growth. Unemployment remains high, and more customers are likely to become subprime consumers, so it is likely more subprime credit card portfolios will go on the block, says Carla Zilka, CEO of NexGen Advisors.

"Pricing has hit a bottom," said Zilka. "However, there are differences between these deals. CitiFinancial is likely to be sold to private equity, while any sale HSBC does is likely to be a strategic deal."

Zilka said that HSBC's assets may be attractive to buyers such as Capital One ( COF) and Barclays ( BCS), which have been building out their credit card units over the past year. Capital One finished the transfer of Kohl's credit card portfolio in April. Barclays has been expanding its UK credit card businesses with the acquisitions of both Egg from Citigroup and Bank of America's ( BAC)MBNA UK credit card business.

GE Capital ( GE) might also be a bidder, however Zilka says the company has been sending mixed signals when it comes to their interest in credit card portfolios.

"I just don't think GE or JPMorgan want the risk. The problem for HSBC is they are probably going to get low single digits for the assets," she said. "So really, the question is, are they in the market or not? The CEO said not to expect a fire sale."

Pricing has been a problem for Citigroup which is trying to divest CitiFinancial, and has reportedly lost bidders along the way including a team bid including Blackstone, Carlyle, THL Capital and WL Ross and Apollo Management and JC Flowers, according to The New York Post. Clayton, Dubilier & Rice and Onex's offer was rejected according to a report by FinAlternatives. This would leave only Leucadia National Corp. and Centerbridge Capital Partners as bidders.

"You know private equity will only want to buy it if they can turn it around and monetize it over a typical 5-7 year cycle," said Zilka about the reports.

The asset is valued at $2 billion. Citigroup has said they will not sell the asset below market value and hope to sell the asset by the end of 2011.

Meanwhile, ING Direct USA is a, "completely different animal," says Chip MacDonald of Jones Day. The sale of ING Direct would fulfill the requirements imposed by the European Commission to pay back the rest of its 10 billion euro bailout. Ally Financial, CIT ( CIT), Discover Financial ( DFS) and American Express ( AXP) have been rumored to be potential bidders for the unit, which is valued at about $10 billion, according to reports.

Marquardt believes that sales will return after the summer once questions concerning the Durbin Amendment or the debit interchange regulations are addressed in July; and Strategically Important Financial Institutions (SIFI) capital requirements have been fleshed out. SIFIs are financial institutions that regulators believe could pose systemic risk. Both issues are currently being debated by regulators and are likely to impact banks' bottom lines, says Marquardt.

Citigroup, HSBC and ING declined to comment.

--Written by Maria Woehr in New York.

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