It would be hard to accuse Canadian Imperial Bank of Commerce of rushing into a decision.
The Toronto company was content to sit on the sidelines as other big Canadian banks spent billions of dollars buying U.S. banks. Royal Bank of Canada, for instance, entered, exited and reentered the market as CIBC weighed its options.
The long wait is over for CIBC, which agreed on Wednesday to buy the $17.7 billion-asset PrivateBancorp in Chicago for $3.8 billion. The deal, among the largest and most expensive banking acquisitions announced in recent years, will give the $463 billion-asset CIBC immediate scale in the Midwest and substantial opportunity to court middle-market firms.
Victor Dodic, CIBC's president and chief executive, said in an interview after the announcement that he expects his company to enter other markets eventually, first through organic growth with the potential for more acquisitions later on. Larry Richman, PrivateBancorp's president and CEO and future head of CIBC's U.S. operations, will be responsible for making that expansion happen.
The following is an edited transcript of an interview with Richman and Dodig.
Why did it take so long for CIBC to get into U.S. banking?
VICTOR DODIG: I don't think it's been long. I've only been at the job for two years. [In 2013,] we had invested in [the wealth manager] Atlantic Trust. Two years before that we had invested in [the money manager] American Century. We had divested our American Century holding about six months ago because we wanted to really focus in on the banking market.
Two years ago, Larry and I started to get to know one another. Studying a highly competitive market like the U.S., it requires some time to [develop] an entry strategy. We looked at what the right fit was, and we came to the conclusion that Larry and his team … were a perfect fit for us and what we wanted to achieve for our shareholders. I think we bring something to the table that will help PrivateBank continue to perpetuate a very solid business model.
Many other Canadian banks are already here. What keep CIBC from joining them?
DODIG: We have been focused more recently on strengthening our Canadian franchise. As we have shaped that strategy under the new leadership team, we very much zeroed in on what we thought was a winning strategy for the U.S. market, which is the focus on the mid-market space. We want to complement that with a robust wealth management offering and take the model that PrivateBank has built in Chicago, continue to strengthen it … and replicate it in other major metropolitan centers over time. The retail banking landscape is under tremendous transition today, driven largely by disruptive technologies. The large-scale corporate lending marketplace is not as relationship-based as the mid-market space is.
Why do you like the middle market so much? What opportunities exist?
LARRY RICHMAN: We really know the middle market. It is a very relationship-driven business. That part of the market appreciates the differentiation of being able to deliver. It's a good, deep market. There's a great number of … opportunities to continue to grow. It gives us a tremendous opportunity to take the strength of the combined companies and deliver those to the client in a high-touch, consistent way. One of the things that is uniquely different, and such a great and exciting opportunity, is the belief in a client-centric approach. It's a very consistent culture across CIBC and PrivateBank.
We hear so much about how competition in Chicago. How will the bank distinguish itself there?
RICHMAN: It is a very competitive market, but one that we know very well. We have a team that has been delivering, executing and building market share for eight and a half years at the PrivateBank, but also for many years together in this market.
Will you look at other U.S. acquisitions?
DODIG: Right now, I think the focus will be on getting regulatory approval for what we have embarked upon and to focus on organic growth as we have outlined to the market. As opportunities arise over the medium term, and where there is a cultural fit, Larry and I and the rest of the team will work together to make the right decision. I would say right now the focus is on organic growth.
Bigger deals get more scrutiny from regulators, community groups and even politicians. Are you prepared for that level of scrutiny?
DODIG: We have already met with our key regulators to let them know what we are contemplating. We didn't receive any significant objections of any sort. We believe it is a very straightforward strategic combination.
What lessons have you learned from other Canadian banks' U.S. expansions?
DODIG: I don't know if I've learned any lessons from our Canadian bankers, but from the experience of others in other industries. When you're looking to grow inorganically and make a foundational strategic investment, the most important thing is to make sure the culture and the people joining your organization are healthy, robust and have shared values. That is the most important thing. You can write down on a piece of paper about what a bank should look like and what their metrics should look like, but it's when you meet the people and the leadership team that matters the most.
Where do you think PrivateBank could have gone in five to 10 years had it opted to stay independent?
RICHMAN: It's interesting. PrivateBank wasn't for sale. We're a really good business and have good momentum. The opportunity to be together gives us greater capability for the next chapter of what we can do together.
Do you think merging with CIBC will let PrivateBank accomplish more than what it could have done by itself?
DODIG: I think Larry and his team would have been able to grow the business. I think what we can do now is grow it in a slightly different way. We can continue to focus on the business model that they have had, but bring CIBC's credit rating and resources to the table so that the deposit business can continue to grow in a different way. We can accelerate the growth across geographies. I think it is just about the speed and nature of the growth that will change here. The business model won't change here. It is a very robust business model.