Financial Institutions M&A: Sector trends - June 2019: Brokers/Trading service providers

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White & Case LLP Financial institutions M&A sector trends: brokers/trading service providers — H1 2019 and outlook for H2 2019.

CURRENT MARKET

  • Consistent, high activity levels

WE ARE SEEING

  • Market consolidation across small/mid-cap UK and Western European broker dealers
  • Larger investment banks encroaching on smaller ones in search of revenues (e.g., Rothschild's new corporate investor advisory service)
  • Financial sponsors deploying buy-and-build strategies

KEY DRIVERS

  • Declining revenue resulting from:
    • Unbundling of equity research costs, required under MiFID II
    • Overly brokered UK and Western European markets (i.e., too many competitors chasing the same deals)
    • Unfavourable macroeconomic conditions (e.g., sustained low-interest rates, weak equity capital/IPO markets, etc.)
    • Growing demand for "unorthodox" asset classes (e.g., cryptocurrencies), which traditional broker-dealers do not service
    • Increasing operational overheads (e.g., MiFID II compliance costs, uptick in regulatory penalties for systems & controls deficiencies, etc.)
  • Fintech (lack of) reliance on broker-dealer services:
    • Availability of startup support (e.g., incubators, accelerator programmes, tech hubs and funding competitions) facilitating DIY early-stage fund raisings
    • Fintechs disrupting traditional models (e.g., SC Ventures Fintech Bridge) and providing automated stock-trading
  • Local regulators encouraging domestic market consolidation

TRENDS TO WATCH

  • Cultural/Management personality mismatches hindering deal execution and/or effective business integration
  • Recalibration of broker business models—ultimately, resulting in fewer but more lean, efficient and diverse market participants

OUR M&A FORECAST

High levels of market consolidation are likely to continue in the short term as brokers seek scale to stay competitive in a sector disrupted by transformational regulation, technology and unfavourable market conditions.

Other financial services—Publicly reported deals & situations

Market consolidation

  • Bryan, Garnier & Co: Acquisition of Beringer Finance (April 2019)
  • Mediobanca: Acquisition of 66% of Messier Maris & Associés (April 2019)
  • Catalyst Development & Sionic Advisors: Merger (April 2019)
  • AllianceBernstein: Acquisition of Autonomous Research (April 2019)
  • Shore Capital Markets: Acquisition of Stockdale Securities (April 2019)
  • The Progeny Group: Acquisition of Innovate Financial Services (February 2019)
  • FNZ: Acquisition of 9.1% of Embark (January 2019)

Mounting pressure

'Challenger' competition:

  • Rothschild & Co.: Launch of corporate investor advisory service (February 2019)

Operational costs:

  • Linear Investments: FCA fine of 1/3 net profits (c. £400,000) for inadequate market abuse systems and controls (April 2019)

[View source.]

DISCLAIMER: Because of the generality of this update, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

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