Bank mergers and acquisitions fall apart for any number of reasons. Try doing one in a pandemic.
In March, Kenneth Mahon, CEO of $6.6 billion Dime Community Bancshares, was on the edge of announcing a major deal in the New York metropolitan area. His Brooklyn, New York-based executive team and that of $6.3 billion Bridge Bancorp in Bridgehampton, New York, had agreed to a $489 million merger of equals. Each had fully vetted the other’s balance sheets.
Then came the body bags. It was late March in New York City, which had become ground zero for one of America’s first Covid-19 death waves. Mahon remembers hearing the news that morgues were overflowing and body bags were being delivered to the city.
“We had a conversation in the next day or so about whether that was really the right time [to announce a deal],” he says.
M&A took a nose-dive in 2020, with only 112 announced deals — less than half of the announced deals from the year before, according to S&P Global Market Intelligence. That may be changing. Deal volume increased in the fourth quarter last year as stock prices improved and banks felt more comfortable about asset quality, which could lead to even more M&A ahead. But those who did get deals done during the pandemic learned a whole lot about remote consolidation and online negotiation, skills they were forced to learn quickly.
In Dime’s case, Mahon knew that putting a deal on hold is never a good thing. Rumors can spread and the news may leak, causing uncertainty among staff and impacting the value of the transaction. But this was not a good time to shake hands, in person or not. As the pandemic suspended life in New York City midstream, so it did the bank’s announcement.
It wasn’t until July that the two institutions announced the deal, after the exchange ratio of Dime stock to Bridge stock came back to the agreed upon 0.648%. Bridge CEO Kevin O’Connor will serve as CEO of the combined institution when the deal closes, which is expected within weeks. The merged banking company will have $11 billion in assets and go by the name Dime Community Bancshares. Mahon will serve as executive chairman.
Doing a deal remotely over video conferencing software hasn’t been easy. Mahon logs onto Zoom Video Communications meetings from a 400-square-foot studio apartment in Brooklyn. What is it like to build trust with a mask concealing your face? Not easy.
Mahon says he meets in person regularly with four other executives where they sit apart in a conference room and lift the masks. “Body language is important,” he says.
Curtis Carpenter, a senior managing director at investment bank Hovde Group, is amazed at how many executives and board members are still willing to travel to meet in person, jumping on private planes or flying commercially. He mostly serves banks in the Texas and Oklahoma region. One meeting was called off when one of the attendees got Covid. But mostly, people could still get together, he says.
“Everyone would wear a mask when entering the bank and when entering the conference room. In most cases, the mask would come off,” he adds. “It’s hard to have a discussion about buying and selling and executive contracts, of such an important personal nature; you want to see the person’s face.”
Others say they got a deal done without shedding the masks. “We were following appropriate safety measures,” says Keene Turner, executive vice president and CFO of $8.4 billion Enterprise Financial Services Corp. in Clayton, Missouri, which bought Seacoast Commerce Banc Holdings in San Diego for $169 million in November 2020.
The bank had already started discussions pre-pandemic with Seacoast. Executives knew each other, having first met attending a Bank Director conference years ago, Turner says. “That familiarity was built up over time,” he says. “In this case, we were comfortable with each other already.” The bank has gathered employees, all wearing a mask, to go over processes and procedures, but most meetings are remote.
Training new employees online is tricky — and so is data conversion. “It’s kind of like baptism by fire,” says Mark Tryniski, CEO of $13 billion Community Bank System in Dewitt, New York. “We had never done it that way.”
Tryniski says the bank used a lot of screen sharing and software collaboration tools in its merger with Steuben Trust Corp., which was completed in June 2020.
The pandemic created time delays and additional work for everybody.
Tupelo, Mississippi-based BancorpSouth Bank has managed two deal announcements during the pandemic. Dan Rollins III, chairman and CEO of the $24 billion bank, says his executive team ended up doing due diligence on a seller three times.
Several bankers say they think remote work is less efficient and that meetings take longer over video conferencing software, despite saving travel time. Most are eager to get back into the office again.
“If I had a choice, I wouldn’t choose to do a deal in a pandemic,” Mahon says. “It hasn’t been impossible. We have professionals who are getting it done.”
The new normal produced by the pandemic has underpinned the need for change and connection.
One impacted area are the adjustments organizations are making as they rediscover the benefits of connecting with consumers, rather than simply selling them a product. These businesses are on the right track, as one thing is becoming abundantly clear in the wake of Covid-19: This is not the time to solely sell and advertise.
While advertising and selling inevitably play a big role in business operations, companies are often too focused on these two aspects and it doesn’t always pay off. Now is the time to connect, reach and engage with consumers on a deeper level. The coronavirus pandemic and economic fallout has impacted nearly all areas of consumers’ lives, and their interactions and needs from their banks and financial institutions need to change as a result.
Focusing on advertising and selling may work for some organizations, but with growing consumer expectations, this just won’t do for banks. Customers choose banks partially because of their emphasis on customer service and will be annoyed if the institution tries to advertise or sell them a product that doesn’t match their financial needs.
Connection goes beyond having the best catchphrase or the sunniest stock photo. True engagement is driven by identifying customer needs and communicating relevant solutions, peaking their interest and building connections that will last.
Right now, traditional, product-focused promotional efforts and marketing don’t work because people’s daily lives have drastically changed. Their financial situations may have been altered. A more personal approach develops connections and loyalty that will last for years.
It is more important than ever that banks use customer and business intelligence effectively to promote relevant products and services. Some institutions may need to return to their roots and their initial goal: to serve their communities and the people that live in them. This approach may sound simplistic, but it can prove challenging to achieve.
And banks, like their customers, don’t want to merely survive this health crisis, they want to thrive in these unprecedented times. It takes a shift in strategy to do so. “In a matter of weeks, digital and mobile banking technologies went from being a ‘nice to have’ to a ‘must have.’” The pandemic was even the catalyst for tech adoption at some financial institutions. With the help of data-driven communication systems, one-on-one communication is both realistic and accessible. The massive drive for digital solutions allows banks to reassess digital access to products and services. This immediate boost in digital engagement offers a huge opportunity for institutions that are implementing digital marketing plans, perhaps for the first time.
Practically applied, banks need to turn to smart technology to create a clear path to build better customer relationships and return to the longstanding values of one-on-one communication. While this may seem straightforward, using forward-thinking, innovative technology as the way to “get back to their roots” is an approach not previously imagined by many bank executives.
Utilizing a data-driven digital infrastructure allows banks to reach customers personally, uniquely and instantly. Banks need to embrace comprehensive digital outreach to touch people where they are with the services they need most. Customers still need access to financial services, even if they are avoiding branch locations and ATM lines. The solution is simple: Be the bank that communicates what options are easily accessible and available to them. Be the branch that shows that they care. With the help of an intelligent digital experience platform and the right technology, banks can automate the relevant communications, so the right messages reach the right person at the right financial time for them.
The pandemic sparked a much-needed shift: from being overly focused on advertising, selling and pushing products and services to establishing and building better customer relationships, increasing customer engagement as well as gaining consumers’ trust and loyalty for years to come. Returning to your bank’s original mission of serving the community will give you the ability to target consumers at the exact right time in their financial journey – reaching each customer’s specific needs and allowing banks to engage with their customers.
It’s a perfect storm for bank directors and their institutions: Increasing credit risk, low interest rates and the corrosive effects of the coronavirus culminating into a squeeze on their margins.
The pressure on margins comes at the same time as directors contend with a fundamental new reality: Traditional banking, as we know it, is changing. These changes, and the speed at which they occur, mean directors are wrestling with the urgent task of helping their organizations adapt to a changing environment, or risk being left behind.
As books close on 2020 with a still-uncertain outlook, the most recent release of the Federal Deposit Insurance Corp.’s Quarterly Banking Profile underlines the substantial impact of low rates. For the second straight quarter, the average net interest margin at the nation’s banks dropped to its lowest reported level.
The data shows that larger financial institutions have felt the pain brought about by this low-rate environment first. But as those in the industry know, it is often only a matter of time until smaller institutions feel the more-profound effects of the margin contraction. The Federal Reserve, after all, has said it will likely hold rates at their current levels through 2023.
In normal times, banks would respond to such challenges by cutting expenses. But these are not normal times: Such strategies will simply not provide the same long-term economic benefits. The answer lies in technology. Making strategic investments throughout an organization can streamline operations, improve margins and give customers what they want.
Survey data bears this out. Throughout the pandemic, J.D. Power has asked consumers how they plan to act when the crisis subsides. When asked in April about how in-person interactions would look with a bank or financial services provider once the crisis was over, 46% of respondents said they would go back to pre-coronavirus behaviors. But only 36% of respondents indicated that they would go back to pre-Covid behaviors when asked the same question in September. Consumers are becoming much more likely to use digital channels, like online or mobile banking.
These responses should not come as a surprise. The longer consumers and businesses live and operate in this environment, the more likely their behaviors will change, and how banks will need to interact with them.
Bank directors need to assess how their organizations will balance profitability with long-term investments to ensure that the persistent low-rate environment doesn’t become a drag on revenue that creates a more-difficult operating situation in the future.
The path forward may be long and difficult, but one thing is certain: Banks that aren’t evaluating digital and innovative options will fall behind. Here are three key areas that we’ve identified as areas of focus.
Technology that streamlines the back office. Simply reducing headcount solves one issue in cost management, which is why strategic investments in streamlining, innovating and enhancing back-office processes and operations will become critical to any bank’s long-term success.
Technology that improves top-line revenues. Top-line revenue does not grow simply by making investments in back-office technologies, which is why executives must consider solutions that maximize efforts to grow revenues. These include leveraging data to make decisions and improving the customer experience in a way that allows banks to rely less on branches for growth.
Technology that promotes a new working environment. As banks pivoted to a remote environment, the adoption of these technologies will lead to a radically different working environment that makes remote or alternative working arrangements an option.
While we do not expect branch banking to disappear, we do expect it to change. And while all three technology investment alternatives are reasonable options for banks to adapt and survive in tomorrow’s next normal, it is important to know that failing to appropriately invest will lead to challenges that may be far greater than what are being experienced today.
As the coronavirus continues to whipsaw the economy, when will bank asset quality begin to crack and losses start to materialize?
One bank, at least, has decided not to wait for that day to arrive.
OceanFirst Financial Corp., a $12 billion institution based in Red Bank, New Jersey, accelerated the resolution of some of its credit losses by selling an $81 million in higher-risk commercial loans with forbearance exposure in late September and October. All of the loans had an underlying, systemic weakness that the bank believed would persist after the coronavirus pandemic subsided.
The sales included $30 million in New York exposure and $51 million in New Jersey and Pennsylvania, executives said. Hotel exposure made up $15 million, $12 million was related to restaurant and food and over $4 million was in gym and fitness exposure. The bank recorded a $14 million mark on the loans, which it took as a charge to third quarter earnings.
The bank also decided to sell its loans associated with the Small Business Administration’s Paycheck Protection Program during the quarter. These sales, along with additional provisioning, contributed to a net loss in the third quarter of $6 million, or 10 cents per diluted share.
First Loss is the Best Loss Banks of all sizes are weighing their options for dealing with trouble credits, and what a credit workout will cost them in time, staffing and expenses, Greenland says.
“The friction of handling non-performing loans at a bank is huge. It’s not what banks are meant to do,” he says. “Most of the choices a bank has right now are working it out, selling it or owning the real estate.”
OceanFirst Chairman and CEO Christopher Maher says that proactively identifying and recognizing credit risk leads to smaller losses and faster recoveries. According to Maher, OceanFirst sold loans in 2007 and recovered around 70 cents on the dollar; in a year, those assets traded closer to 40 cents.
“Many bankers will say that your first loss is your best loss,” he says. “If you’re early to do something, you will get a good recovery; if you hem and haw and wait, the numbers don’t get better.”
Maher acknowledges that the ultimate recovery rates on the sold loans may have been higher if the bank had held onto them. But that recovery could take years, consuming valuable time and attention to deal with the questionable credit quality.
“There’s a finality that comes with the disposition. We were very conscious that had we merely kept these on the books, established a risk pool and taken a reserve for the $14 million — that may have proven to earn us more money in the long run. But it may also have led to several quarters of discussions about valuations with a lot of stakeholders … explaining why you thought a fitness center or a hotel property was actually valued where you think it is,” he said during the bank’s third-quarter earnings call. “This way, we get the final disposition. We know exactly what the answer is. We can be certain that we took those risks off the balance sheet.”
Strike While the Iron is Hot Interest in distressed assets is high right now. Kingsley Greenland, CEO of loan marketplace DebtX, says that many of interested buyers using his platform had proactively raised funds in 2019 in advance of a mild downturn and are now sitting on “dry powder.” Prospective buyers are visiting the site more frequency, and both the number of buyers that enter into a nondisclosure agreement to conduct due diligence on an asset and the number of bids are up.
Throughout 2020, DebtX has seen a number of sellers listing hotel loans and now labor-intensive small business loans; Greenland expects retail and office commercial real estate loans to appear in greater numbers in 2021.
OceanFirst managed the sale of its New York portfolio alone, capitalizing on a group of real estate investors who specialize in the city and in those types of assets. It used investment bank Piper Sandler to manage the sale of the $51 million pool of loans covering New Jersey and Pennsylvania, since the bidder base consisted of institutional credit fund buyers looking for distressed loan notes. He says working with a partner helped when it came to assembling the data rooms and legal agreements.
“We made the decision that if there are buyers, we can get good recoveries now,” he says. “There will be the same buyers next year, but there will be more loan sales and they will not be at the [price] we got.”
Back to (Growing the) Business Maher said the sale “liberated” resources the bank could use as it refocuses on growing profits by rebuilding its net interest margin and boosting operating margins. The two blocks of loan sales lowered its loan-to-deposit ratio to under 90% and generated $388 million in cash proceeds that the bank could deploy toward capital management actions that include repurchases and acquisitions. It also makes it easier to navigate conversations with regulators and prospective sellers that they have a handle on their credit risk.
“Putting this behind us allows us to potentially have stronger and more stable earnings in 2021, which should hopefully translate into a better stock multiple,” he says. “As we transition to next year, investors in general are not going to want to hear about credit surprise and provisions.”
The Board’s Blessing is Important Maher says credit mitigation work can be tough for bankers, who pride themselves on their close relationships with borrowers and their ability to make good loans. That can make them feel vulnerable when credit quality turns, complicating efforts to resolve credit in a timely fashion, or lead to holding onto troubled loans longer than is prudent.
“The admission that a loan may be troubled is hard. It feels like a personal failure,” Maher says, adding that he has experience with this as a commercial lender. “There’s always this hope that if I give it a little more time, it’ll be OK and I won’t have this black mark or this failure.”
The board has an important role to play in these moments, diffusing emotions and helping management look ahead. Boards should make it clear that they don’t want to cast blame on the previous decisions to extend these loans, but instead focus on decisions that will strengthen the bank moving forward.
“The board plays a role here. If management feels vulnerable or that they’re going to be criticized, then they’re going to be less likely to do it,” Maher says. “I think often, the board/management interaction can perpetuate this failure to just deal with it.”
While much of the focus this summer was on Covid-19, the decline in GDP and the fluctuating UE rates, some pockets of the market kept a different acronym in the mix of hot topics.
Regulators, advisors and trade groups have made significant movement and provided guidance to help banks prepare for the eventual exit of the London Interbank Offered Rate, commonly abbreviated to LIBOR, at the end of 2021. These new updates include best practice recommendations, updated fallback language for loans and key dates to no longer offer new originations in LIBOR.
Why does this matter to community banks? Syndicated loans make up only 1.7% of the nearly $200 trillion debt market that is tied to LIBOR — a figure that includes derivatives, loan, securities and mortgages. Many community banks hold syndicated loans on their balance sheets, which means they’re directly affected by efforts to replace LIBOR with a new reference rate.
A quick history refresher: In 2014, U.S. federal bank regulators convened the Alternative Rates Reference Committee (ARRC) in response to LIBOR manipulation by the reporting banks during the financial crisis. A wide range of firms, market participants and consumer advocacy groups — totaling about 1,500 individuals — participate in the ARRC’s working groups, according to the New York Federal Reserve. The ARRC designated the Secured Overnight Financing Rate (SOFR) as a replacement rate to LIBOR and has been instrumental in providing workpapers and guidelines on SOFR’s implementation.
In April 2019, the ARRC released proposed fallback language that firms could incorporate into syndicated loan credit agreements during initial origination, or by way of amendment before the cessation of LIBOR occurs. The two methods they recommended were the “hardwired approach” and the “amendment approach.” After a year, the amendment approach was used almost exclusively by the market.
In June 2020, the ARRC released refreshed Hardwired Fallbacks language for syndicated loans. The updates include language that when LIBOR ceases or is declared unrepresentative, the-LIBOR based loan will “fall back” to a variation of SOFR plus a “spread adjustment” meant to minimize the difference between LIBOR and SOFR. This is what all other markets are doing and reduces the need for thousands of amendments shortly after LIBOR cessation.
In addition, the ARRC stated that as of Sept. 30, lenders should start using hardwired fallbacks in new loans and refinancings. As of June 30, 2021, lenders should not originate any more loans that use LIBOR as an index rate.
As the market continues to prepare for LIBOR’s eventual exit, BancAlliance recommends banks take several steps to prepare for this transition:
Follow the ARRC’s recommendations for identifying your bank’s LIBOR-based contracts and be aware of the fallback language that currently exists in each credit agreement. Most syndicated loans already have fallback language in existing credit agreements, but the key distinction is the extent of input the lenders have with respect to the new rate.
Keep up-to-date with new pronouncements and maintain a file of relevant updates, as a way to demonstrate your understanding of the evolving environment to auditors and regulators.
Have patience. The new SOFR-based credit agreements are not expected until summer 2021 at the earliest, and there is always a chance that the phase-out of LIBOR could be extended.
New York-based Piermont Bank opened its doors in July 2019. Just eight months later — on March 1 — a New York woman returning home from Iran became the city’s first Covid-19 case. By March 20, with cases in the state rapidly climbing, Gov. Andrew Cuomo mandated that non-essential businesses close. One hundred days after reporting its first case, New York began reopening — but as of Nov. 19, restrictions remained in place, and New York City public schools recently returned to virtual learning to combat a resurgence of Covid-19 cases.
What a time to run a bank — especially a new one.
It sounds counterintuitive at first blush, but Wendy Cai-Lee, the bank’s founder and chief executive, believes Piermont is well positioned to serve customers. The $117 million bank focuses heavily on commercial real estate loans; it also makes commercial and industrial (C&I) loans.
She points out that as a de novo, the bank’s balance sheet is clean; her team didn’t have to devote attention to working with troubled borrowers. Piermont also has a lot of capital on hand, with a leverage ratio of 32.82% as of June 30.
But Cai-Lee recognizes the broader, longer-term impact the pandemic could have on the New York market. “We have seen appraisal values essentially drop anywhere between 10% to 35%,” she says. Her team has a risk assessment meeting every Monday; when we spoke in October, they were evaluating the potential fallout from the end of unemployment benefits through the CARES Act, set to expire at the end of the year. “That’s going to impact people’s ability to pay their rent, and I do think that’s going to bring some impact to multi-family that we haven’t seen so far,” she says.
Serving customers during the pandemic had some banks scrambling to adopt new technology to serve customers; in contrast, Piermont was already positioning itself as a “tech-enabled” bank. “When it comes to innovation, I’m a big believer that it’s not only technology that we need to focus on, but also process,” says Cai-Lee. She aims to create an end-to-end digitized process without sacrificing on risk controls.
“I use technology to digitize everything that the client doesn’t see so that I can move all those resources to allow my bankers to spend the time with the client to find specific pain points” and identify the right solution, she explains. “This allows my bankers to engage the client very differently.” Piermont can close commercial loans in three days, she says, rather than a couple of weeks. And innovation isn’t limited to technology; Piermont offers subscription pricing for its services, for example, and recently announced a banking-as-a-service platform it’s offering through a partnership with Treasury Prime.
I spoke with Cai-Lee before that announcement. “We’re actually not going to be that anonymous bank behind these fintechs,” she says. “We’re actually going to market front and center along with the API partner so that we can actually focus on creating the right product for them.”
Piermont Bank also seeks to serve women- and minority-owned businesses, which have been particularly devastated by the pandemic and have historically lacked access to credit and investor capital. A lot of banks say they want to serve women and minority entrepreneurs, yet these groups remain underserved. When I ask how Cai-Lee’s plans differ from other institutions’ efforts, she credits Piermont’s diverse team.
Cai-Lee is Asian American; before founding Piermont, she led the commercial real estate, commercial lending, and consumer and business banking divisions at $50 billion, Pasadena, California-based East West Bancorp, which serves markets in the U.S. and China. Before that, she spent almost a decade at Deloitte, where she was literally the poster child for diversity. “They had a [life-size] cutout of me made and had it in the lobby of every Deloitte domestic office,” she recalls.
When she founded Piermont Bank, she prioritized adding a diverse array of voices and backgrounds when she assembled her team. She believes it’s a strength for the bank. “The reason why [women and minorities are] underserved is — no different from serving any industry or any demographic out there — unless you understand their pain points, it’s hard to come up with the right product and service to serve them,” says Cai-Lee. “If you don’t have enough representation of women, of minorities on your board and senior management [team], how do you foster an environment where [you can] address that demographic?”
Year in and year out, Bank Director’s surveys tap into the views of bank leaders across the country about critical issues: risk, technology, compensation and talent, corporate governance, and M&A and growth.
But 2020 has been a year for the record books. It’s been an interesting time for me as head of research for Bank Director, with the results of our recent surveys revealing changes that, in my view, will continue to have far-ranging effects for the industry.
As boards plan for 2021 and beyond, here are a few things I believe you should be considering.
The Great Tech Ramp-Up The Covid-19 pandemic dramatically accelerated technology adoption by the industry, an issue we explored in Bank Director’s 2020 Technology Survey.
Sixty-five percent of the executives and board members responding to that survey told us that their bank implemented or upgraded technology to respond to Covid-19, primarily to issue Paycheck Protection Program loans. As a result, most banks reported increased spending on technology, above and beyond their budgets for 2020.
The primary drivers that fuel bank technology strategies remain the same — improving customer experience and generating efficiencies — and pressure has only grown on financial institutions to adapt. More than half of the survey respondents told us that their bank’s technology plans had been adjusted due to the pandemic, with most focused on enhancing their digital banking capabilities.
“The next generation will rarely use a branch,” one survey respondent commented, “so a totally quick efficient comprehensive digital experience will be necessary to survive.”
The 2020 Compensation Survey confirmed that most banks dialed back on branch service early in the pandemic; by the time we fielded the Technology Survey in June and July, bank leaders finally recognized the digital channel’s preeminence in terms of growing the bank and serving customers. (The previous year’s survey found respondents placing equal emphasis on digital and branch channels.)
The Technology Survey revealed gaps in small business and commercial lending as well — deficiencies that have been laid bare as a result of the pandemic. More than half of respondents that have adjusted or accelerated their technology strategy indicated they’d expand digital lending capabilities.
Some bankers I spoke with about the survey results indicated concerns that banks could dial back on technology spending due to the profitability pressures facing the industry. However, given the changes we’ve seen, I don’t believe it’s sustainable to dial back on this investment.
That leaves bank leaders facing a few key challenges, starting with determining where to invest their technology dollars. It’s difficult to gauge where the wind will blow, but the survey provides solid clues: 42% believe process automation will be one of the most important technologies affecting their bank, followed by data analytics (39%). Almost 40% believe the security structure to be vitally important; cybersecurity is a perennial concern for bank leaders and as banking grows more digital, this will require additional investment.
Additionally, 64% told us that modernizing their bank’s digital applications forms a core element of their bank’s strategy.
Implementing new technology requires expertise, and the 2020 Compensation Survey found most respondents (79%) telling us that it’s difficult to attract technology and digital talent.
But this may not mean bringing data scientists or other highly-specialized roles on staff. Olney, Maryland-based Sandy Spring Bancorp hired a senior data strategist who is responsible for the use, governance and management of information across the organization; that individual also reviews vendor capabilities and identifies areas that help the bank achieve its goals. “The senior data strategist should be on the lookout for ways to find opportunities for and through data analytics, whether that’s predicting customer trends or finding new revenue-generating opportunities,” said John Sadowski, chief information officer at the $13 billion bank.
Finally, 69% told us their bank didn’t streamline vendor due diligence processes in response to Covid-19. As technology adoption accelerates, consider whether your bank’s third-party management process is sufficiently comprehensive, while still allowing it to quickly and efficiently put new solutions into place.
Work-From-Home Will Alter the Workplace The 2020 Compensation Survey found that banks almost universally implemented or expanded remote work options as a result of the pandemic; the 2020 Technology Survey later told us that for many banks (at least 42%) that change will be permanent for at least some of their staff.
In late October, $96 billion Synchrony Financial — a direct, virtual bank — announced that remote work will become permanent for its employees, allowing them to choose from three options. Some can simply work from home. Others can schedule office space, while some will have an assigned desk. This third group includes executives, who will be asked to work remotely at least a couple days a week to reinforce the cultural shift.
It’s a move that the bank believes will make employees happy, but it also promises to yield significant cost savings by cutting real estate expenses.
It could also yield competitive benefits for banks seeking top talent. Glacier Bancorp, for example, doesn’t limit hires to its Kalispell, Montana-based headquarters — instead, it hires anywhere within its multi-state footprint. That helps the $18 billion bank recruit the technology talent it needs, human resources director David Langston told me in May.
Remote work is a cultural shift that many bank executives will be reticent to make. But even if a long-term remote work option doesn’t align with your bank’s culture, offering flexibility will help support employees, who have their own struggles at home with virtual schooling or caring for high-risk family members.
A recent McKinsey study finds that a lack of flexibility, among other issues, drives women in particular to leave the workforce. The authors also advise that companies “should look for ways to re-establish work-life boundaries” — putting policies in place to assure meeting times and work communications occur within set hours, and encouraging employees to take advantage of flexible scheduling. Unfortunately, employees often worry that taking advantage of these benefits will damage their reputation at work. “To mitigate this, leaders can assure employees that their performance will not be measured based on when, where, or how many hours they work. Leaders can also communicate their support for workplace flexibility [and] can model flexibility in their own lives. … When employees believe senior leaders are supportive of their flexibility needs, they are less likely to consider downshifting their careers or leaving the workforce.”
Flexibility and remote work can help companies retain valued employees.
It’s difficult to change a culture, especially if you believe that what you’re doing works. But sometimes, culture can change around you. I’d encourage you to approach these issues with fresh eyes to ensure your leadership team can direct the change — not the other way around.
Don’t Put Diversity on the Backburner Almost half of respondents to Bank Director’s 2020 Compensation Survey told us their bank doesn’t measure its progress around diversity and inclusion, indicating to me that they don’t have clear objectives around creating an inclusive culture that hires, retains and rewards employees despite race, ethnicity or gender.
Further, just 39% of the CEOs and directors responding to our 2020 Governance Best Practices Survey told us their board has several members who are diverse, based on race, ethnicity or gender. And almost half believe that diversity’s impact on a company’s performance is overrated.
Employees and customers take this issue seriously. Rockland, Massachusetts-based Independent Bank Corp., which has been recognized for LGBTQ workplace equality by the Human Rights Campaign since 2016, incorporates inclusion in its “cycle of engagement.” This starts with engaged employees who provide a higher level of service that delights customers, resulting in strong financial performance for the institution, allowing the company to invest back into its employees — continuing the virtuous cycle.
The $13 billion bank’s culture promotes respect, teamwork, empathy — and inclusion, COO Robert Cozzone told me in a recent interview. “Think about working for a company where you enjoy being around the people that you work with, you enjoy the work that you do, you buy into the mission of the company — you’re going to be much more productive than if you don’t have those things,” he says. Today, “It’s all that more important to show [employees] care and empathy and understanding.”
Small, rural banks may believe it’s difficult to hire diverse talent, making it nearly impossible for them to tackle this issue. Expanding remote work options, mentioned earlier, can help. But ultimately, it’s an issue that companies nationwide will need to address as the demographics of the country change. “We all need to do better [on] diversity and inclusion,” one survey respondent wrote. “Many of us out in rural America don’t have as many opportunities, but we need to keep this topic front of mind, and [read] information and stories on how to be more intentional.”
Directors Must Be Engaged and Educated The 2020 Governance Best Practices Survey also found 39% indicating that at least some members of their board aren’t actively engaged in board meetings; 36% said some members don’t know enough about banking to provide effective oversight.
That survey, conducted just before the pandemic effectively shut down the U.S. economy, found executives and directors identifying three top challenges to the viability of their institution: pressure on net interest margins (53%), meeting customer demands for digital options (40%) and industry consolidation and the growing power of big banks. Further, most directors said that staying on top of the changes occurring in the industry is one of the great challenges facing their board.
Confronting these issues will require engaged and knowledgeable leadership.
Bank Director’s 2020 Compensation Survey, sponsored by Compensation Advisors, surveyed 265 independent directors, CEOs, human resources officers and other senior executives of U.S. banks to understand trends around the acquisition of talent, CEO performance and pay, and director compensation. The survey was conducted in March and April 2020.
Bank Director’s 2020 Technology Survey, sponsored by CDW, surveyed more than 150 independent directors, CEOs, chief operating officers and senior technology executives of U.S. banks to understand how technology drives strategy at their institutions and how those plans have changed due to the Covid-19 pandemic. It also includes compensation data collected from the proxy statements of 98 public banks. The survey was conducted in June and July 2020.
Bank Director’s 2020 Governance Best Practices Survey, sponsored by Bryan Cave Leighton Paisner, surveyed 159 independent directors, chairmen and CEOs of U.S. banks under $50 billion in assets to understand the practices of bank boards, including board independence, discussions and oversight, engagement and refreshment. The survey was conducted in February and March 2020.
The coronavirus pandemic has not altered the toughest hiring and talent challenges that banks face; it has accelerated them.
These range from finding and hiring the right people to compensating them meaningfully to succession planning. Day Three of Bank Director’s 2020 BankBEYOND experience explores all of these topics and more through the lens of investing in and cultivating talent.
Institutions looking to thrive, not merely survive, in an environment with low loan demand and heightened credit risk need talented, diverse people with essential competencies. But skills in information security, technology, lending and risk have been getting harder to find and retain, according to more than 70% of directors, CEOs, human resources officers and other senior executives responding to Bank Director’s 2020 Compensation Survey this spring.
On top of that, the remote environment that many are still operating under has made it harder to interview and onboard these individuals. And managing employees working outside the office may require a different approach than managing them on-site. There are a handful of other timely challenges, pandemic or not, that banks must be prepared to encounter.
The pandemic has also compound challenging trends in hiring and compensation that banks already face. Headcount and associated compensation costs are one of a bank’s biggest variable expenses; in a tough earnings environment, it is more important than ever that they control that while still crafting pay that rewards prudent performance. Executives and boards may also need to contend with incentive compensation plans containing metrics or parameters that are no longer relevant or realistic, and how to message and reward employees for performance in this uncertain environment.
Retaining, Hiring Employees
Banks must recruit and retain younger and diverse employees who fit within the organization’s culture. Half of respondents to our survey indicated that it’s difficult to attract and retain entry-level employees; 30% cited recruiting younger talent as a top-three challenge this year, compared to 21% in 2017.
But banks and many other companies may encounter another trend: parents, especially women, leaving the workforce. Child-rearing responsibilities and distance-learning complications have forced working parents without effective support systems to prioritize between their children and their career. More than 800,000 women left the job market in September, making up the bulk of the 1.1 million people who opted out. Those departures were responsible for driving most of the declines in the unemployment rate that month.
Diversity & Inclusion
Fewer women working at banks means less gender diversity — which is an area where many banks already struggle. That could be in part due to the fact many banks haven’t prioritized measuring that and other diversity and inclusion metrics like race, ethnicity or status of disability or military service.
In Bank Director’s 2020 Governance Best Practices Survey, almost half of directors expressed skepticism that diversity on the board has a positive effect on corporate performance. Perhaps it’s not surprising that in our Compensation Survey, 42% of respondents say they don’t have a formal D&I program.
Banks and their boards are at a crossroads of a hardening director and officers (D&O) insurance market, which is creating some challenging conversations as they approach their D&O renewal.
Prior to Covid-19, banks were seeing rate increase ranging from 3% to 26%, strictly based on an overall hardening of the D&O market. But the pandemic has had several specific impacts to the bank D&O renewal process.
Bank D&O underwriters realized very quickly that they would need substantially more information regarding an institution’s response to Covid-19 before they can comfortably offer terms. These questions cover how the bank reacted to their employee base, their response to their customers, their loan and investment exposure to certain high-risk industries and even the impact to the network with so many employees working remotely. Here is a list of the most common coronavirus-related questions a bank can expect.
The analysis of these additional questions means what used to take weeks to produce a quote can now take months. Everything now is a bit more delayed; banks need to budget more time allowances throughout the renewal process.
The pandemic has made multi-year options a thing of the past. Uncertainty associated with the virus and how quickly it caused fact patterns to change has challenged underwriters in ascertaining what the will look like over the next 12 months. Two-year or three-year options are virtually non-existent except for smaller privately held banks from the incumbent carrier.
D&O underwriters are almost paralyzed with fear of offering competing quotes on a bank they do not already have a relationship with. They worry about taking on a new bank and some unanticipated, unexpected pandemic-related claim happens during that first year for which they would be responsible.
The pandemic has made the insurance marketplace messier than it has ever been. Capacity is down, rates are up and underwriters are scrutinizing all new and existing business. Here’s what AHT has been doing for banking clients as they approach their renewal:
1. Set expectations early. Hold your renewal strategy presentation three to four months in advance and make sure you understand what the recent rate increases have been for your broker’s other banking clients to aid in the budgeting process. It can be a difficult message, but it is much better to understand what the rate environment is for similar banks based on the current data months in advance of the renewal.
2. Differentiate your institutions among your peers. We have been doing this for years in meetings with D&O underwriters, but it is more critical than ever. Because D&O lacks actuarial studies that can somewhat predict the probability of a claim, underwriters use the proxy of what I call ‘perceived quality of management.’ The best way for them to experience this is via hearing executives speak on the bank’s operations, compared to written responses.
We include a host of underwriters dedicated to the bank D&O space, including the incumbent underwriter. We begin with a general overview by the executive team of the bank and then open it up for questions from the underwriters, many of which are requested and shared in advance of the meeting.
These meetings expedite the process, especially the questions portion. We typically go from meeting to quote to bind with fewer delays or subjectivities. That’s because Underwriters get a better understanding of the risk, outside of information strictly available on the application and public filings. Some information included in those documents may not paint as full a picture as one that has the additional color added.
Including incumbents in the meeting allows them to experience the interest from competitors. This does not mean we recommended moving from incumbents; It simply means that they gain an understanding that they may need to ‘sharpen their pencils.’ It also increases the chance of gaining some interest from alternative carriers where there may not have been without the meeting.
3. Where there may be fewer alternative options, also look at options with higher retentions.
4. Look for a summary of renewal options as early as possible, understanding that D&O underwriters usually do not quote more than a month in advance. Two weeks prior is a good time to review options.
5. Lastly, more than ever, I am being asked to summarize the process and the results at the subsequent board meeting.
We are seeing challenging renewals the like that we have not seen for years, but your bank can mitigate the challenges by being as proactive and as transparent as possible.
Even as some regulators have reduced reporting requirements, the Financial Crimes Enforcement Network (FinCEN) has opted for a less-relaxed approach in regard to financial institutions and Bank Secrecy Act compliance.
Earlier this year, FinCEN offered some insight into its expectations regarding the Covid-19 pandemic as it applies to BSA. It noted that financial institutions will face challenges related to the pandemic but “expects financial institutions to continue following a risk-based approach” to combat money laundering and related crimes and “diligently adhere” to current BSA obligations. There are some special issues that banks should look out for, along with reporting requirements surrounding those issues.
Potential Fraud Indicators
An 2017 advisory letter outlines some potential fraudulent activities that can occur during a natural disaster or relief efforts. The release was intended to help financial institutions identify and prevent fraudulent activity that may interfere with legitimate relief efforts. The following are likely issues that could arise in the wake of a disaster.
Benefits Fraud — Benefits fraud typically occurs when individuals apply for emergency assistance benefits to which they are not entitled. Financial institutions are at risk when fraudsters seek to deposit or obtain cash derived from the emergency assistance payments. FinCEN noted that fraudsters often used wire transfers to perpetrate these scams. In those situations, they request withdrawals and the banks wire funds to the accounts, where the fraudster immediately withdraws the funds.
Charities Fraud — Charities provide a vehicle for donations to assist disaster victims; during times of disaster, criminals seek to exploit these vehicles for their own gain. Both legitimate and fraudulent contribution solicitations and schemes can originate from social media, emails, websites, door-to-door collections, flyers, mailings, telephone calls and other similar methods.
Cyber-Related Fraud — Cyber actors take advantage of public interest during natural disasters in order to conduct financial fraud and disseminate malware. The Center for Internet Security expects this trend to continue, as new and recycled scams emerge involving financial fraud and malware related to natural disasters.
According to an October release, FinCEN advised financial institutions to remain alert when it comes to fraudulent transactions that resemble those that occur in the wake of natural disasters. FinCEN is monitoring public reports and BSA reports of potential illicit behavior connected to Covid-19 and notes some emerging trends, in addition to those issues identified above.
Imposter Scams — Bad actors could attempt to solicit donations, steal personal information or distribute malware by impersonating healthcare organizations or agencies like the Centers for Disease Control and Prevention or the World Health Organization.
Investment Scams — The U.S. Securities and Exchange Commission urged investors to be wary of coronavirus-related investment scams, such as promotions that falsely claim that the products or services of publicly traded companies can prevent, detect or cure coronavirus.
Product Scams — The U.S. Federal Trade Commission and U.S. Food and Drug Administration have issued public statements and warning letters to companies selling unapproved or misbranded products that make false health claims pertaining to Covid-19. Additionally, FinCEN has received reports regarding fraudulent marketing of coronavirus-related supplies, such as certain face masks.
Insider Trading — FinCEN has received reports regarding suspected coronavirus-related insider trading.
Suspicious Activity Reporting
FinCEN still expects institutions to report suspicious activity — however, there are some special expectations within the reporting fields. FinCEN requests, though does not require, that financial institutions reference the 2017 advisory letter and include the key term “disaster-related fraud” in the SAR narrative and in SAR field 31(z) (Fraud-Other) to indicate a connection between the suspicious activity being reported and possible misuse of relief funds.
New FinCEN COVID-19 Online Contact Mechanism
FinCEN has created a coronavirus-specific online contact mechanism, via a specific drop-down category, for financial institutions to communicate related concerns to FinCEN while adhering to their BSA obligations. While this reporting program is in place, FinCEN has not committed to more than an automated response to any communications received.
FinCEN has continued to encourage banks to follow existing guidance and regulation in an effort to secure transactions within the financial services space. FinCEN will offer additional guidance as fraudsters are identified and their efforts are better understood. Until then, financial institutions may do well to ensure that their BSA and anti-money laundering programs are prepared to weather the storm.