Home Equity: 3 Consumer Finance Mergers Close: Last Big-Ticket Deals?

Three megadeals in the consumer finance industry closed Tuesday without a hitch, despite controversy over the premiums paid by acquirers, prepayment problems industrywide, and possible cultural clashes in at least one case.

Deals were consummated between First Union Corp. and Money Store; Conseco Inc. and Green Tree Financial Corp.; and Household International Inc. and Beneficial Corp.

The three buyers paid an average of more than 35% over their targets' premerger share price.

These deals could signal the end of big-ticket mergers in the consumer finance industry, said Steven Eisman, a CIBC Oppenheimer analyst. He said the only finance company "left with a prayer of getting bought out is Aames."

Rising competition in the industry spurred the sales as sellers searched for access to cheaper capital and new customer pools.

First Union's $2.1 billion purchase of Money Store, originally announced in early March, is going to be "more accretive than originally thought," said James H. Hatch, senior vice president and corporate controller of First Union Corp.

The banking company is paying a 38% premium for the Union, N.J., lender.

First Union's writedown of Money Store's assets will also be larger than planned because of rising prepayment speeds, Mr. Hatch said.

First Union's stock price went up from $52.31 a share the day the deal was announced to about $58 at the closing, so the bank issued only 37 million shares, not the planned 41 million, to make the $2.1 billion purchase.

Both Conseco Inc. and Household International pledged to pay a portion of their share price for each share of Green Tree and Beneficial Corp. Stock fluctuations since the companies' announcements benefited Beneficial holders but cost Green Tree investors.

Green Tree shareholders will get about $44 a share from Conseco for their stock, a sizable drop from the expected price of $52.93 when the deal was announced April 7.

But Green Tree's investor relations chief, John Dolphin, pointed out that investors still made out, noting that Green Tree's stock had been trading at $29 a share the day before the announcement. The company ultimately sold at a 52% premium.

"A purchase of 100 shares of Green Tree during our May 1983 IPO, at $1,600, would be worth $71,000 today," Mr. Dolphin said. This appreciation yields a compounded annual return of 29%, more than double the Dow Jones industrial average's annual return of 14% for the same period.

Several analysts have rated Conseco favorably in recent weeks, in part, they say, because the company's recent drop in share price has left it undervalued relative to its peers.

"Given the price that Conseco is at now, the acquisition is already done from an economic perspective," said Paul Newsome, an analyst at CIBC Oppenheimer, who initiated coverage of Conseco as a "strong buy" on June 25. "If you buy the life insurance company at an average multiple, you're getting Green Tree almost for free," he said.

Household International is paying about $153 a share for Beneficial Corp., based on its closing share price Monday, up from the $150 the company was to pay when it announced the deal April 7. The sale price represents a 20% premium over Beneficial's share price April 6.

Though the deal caused some concern among employees worried about job displacements, shareholders voted for it by a margin of 3 to 1.

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