SIMILAR to the Finance One/Thai Danu Bank merger, regulators' fingerprints are
everywhere in the hastily-arranged merger between Nava Finance and Securities Plc, CMIC
Finance and Securities Plc and Thaimex Finance and Securities.
Although the merger of the three financial institutions did not receive a code name, it
was executed with the utmost confidentiality. So confidential was it that only a handful
of top executives knew what was going on.
On the Nava Finance and Securities' side, Thanong Bhidaya, its chairman and president
of the Thai Military Bank; Thanadee Sophonsiri, its executive chairman; and Kittisak
Benjarit, its managing director/finance, were probably the only three individuals trying
to put together the deal. Scrambling for the merger on the CMIC side were Pao Sarasin, the
former police chief and chairman of CMIC and Suthep Wongvorazathe, the CEO.
Apart from the banking regulators, Viroj Nualkhair, CEO of Phatra Thanakit; Ekamol
Khiriwat, the former exchange watchdog chief; and Pakkawat Kowitpattanapong, president of
Securities One Plc, also played key behind-the-scenes roles in turning the merger into a
reality.
In a perfect orchestration last Thursday, the Nava, CMIC and Thaimex executives went
over to the Bank of Thailand's headquarters to sign a memorandum of understanding for the
merger in the presence of Amnuay Viravan, the finance minister, and Rerngchai Marakanond,
the Bank of Thailand's governor. The merger will create a new financial group with a
combined Bt140 billion in total assets and a net worth of Bt17 billion.
This deal came only one day after the Bank of Thailand announced a package for mergers
between financial institutions in a shake-up of the Thai financial system.
Thaimex was already being considered by Nava for a merger. Earlier in the week, before
the abrupt surfacing of CMIC, a broker's report indicated that Thai Military Bank was
trying to consolidate its finance and securities subsidiaries. The merger would bring
together Nava, Thaimex, Thai Thanakorn Finance Plc, Thanapol Finance and Securities Plc,
Thanasap Finance and Securities Plc and Bangkok Asian Finance Co.
At the height of the financial turmoil last month, Thanong of the Thai Military Bank
bit the bullet by assuring all the subsidiaries that they would be fully assisted with
liquidity support and that none of them would be allowed to go under. It was reported that
Thai Thanakorn and Thanapol were particularly cash-strapped while Nava enjoyed a surplus
of deposits.
CMIC is 6.89 per cent controlled by the Thai Farmers Bank. Therefore, it is assumed
that if CMIC were to run into any liquidity difficulties, Thai Farmers would come to its
rescue, although the bank is not famous for its generosity. Thai Farmers declined to help
Finance One when the company was running out of cash, although it held almost 7 per cent
in the country's largest finance company, forcing Finance One to seek a merger with Thai
Danu.
The Finance One/Thai Danu merger was signed at Bank of Thailand headquarters last
month, becoming a model for the mergers and acquisitions which would follow. Banking
regulators then said the deal must not fail.
Nonetheless, it appears that the Nava/CMIC/Thaimex merger was also aimed at rescuing
CMIC. CMIC is known to be in poor financial health. CMIC's non-performing loans are
estimated to be at best Bt2.64 billion and at worst Bt13.62 billion. Its total assets are
reported to be Bt66.82 billion, according to the Thanapol Finance & Securities' daily
report. During this financial crisis, it is safe to assume the ''at worst" figure.
Then was it a CMIC-for-bank-licence deal for Nava? There has been a growing feeling
among financiers that their days are numbered and the only way to survive is to obtain a
bank licence. By helping out CMIC, Nava stands a good chance of receiving a bank licence
from the regulators.
The banking regulators already have two bank licences available which can be given out
at any time. This is a golden opportunity for Nava to receive a licence without the risk
of running into political snags. Every bank licence requires prior approval from Cabinet.
Imagine Chalerm Yoobamrung's crying wolf again when the new bank licences are up for
grabs.