Patrick Hosking: Business commentary
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Sadly, but inevitably, Northern Rock shareholders are being mercilessly squeezed by Sir Richard Branson and his consortium partners. Sadly, but not so inevitably, it is possible that the proposal, if not carefully structured, could end up putting an extra squeeze on taxpayers, too.
The hit to shareholders is radical, although you might miss it from a casual reading of the Rock announcement yesterday. Of £1.05 billion of cash being injected into the bank, Sir Richard expects existing shareholders to chip in the bulk – £650 million. If they don’t, they end up with only 6 per cent of the newly structured Rock. Even if they do choose to risk throwing good money after bad, they still surrender control, ending up with 45 per cent.
Sir Richard is also putting his Virgin Money business into the mix, but to value this, as Rock does, at £250 million, looks a bit of a stretch, even allowing for its speedy growth and the Virgin brand. It made only £10 million in pretax profit last year.
The fact is Rock shareholders would be drastically diluted if the deal goes ahead. This is disappointing to the army of shareholders who have stuck with the bank, but while taxpayers remain on the hook for years to come, it is only fair that investors come away with only a token prize. The positive share price response yesterday seems to have been more about technicalities and a panic by bears than any genuine reevaluation of the prospects for Rock.
Nevertheless, the proposal has been elegantly structured. Shareholders who believe Sir Richard can deliver the necessary magic and breathe new life into the rapidly cooling carcass that is Rock at least get to share in the potential upside.
Compared with the JC Flowers approach, which wanted to take the business off the stock market, and the Luqman Arnold proposal, which lacked detail and firm funding, it is easy to see why ministers and regulators preferred Virgin. It may just have the consumer appeal to restore depositor credibility to the bank. A pioneer of offset mortgages and tracker savings products, it has been a customer-friendly innovator.
But it will still be a difficult task to rethink completely the business model without destroying the business itself. For all the talk of Rock’s strong asset base, there are bound to be some toxic assets in there. This, after all, is a bank that has for years been offering to lend 125 per cent of a home’s value.
The big unknown is the treatment of the debts owed to the Bank of England and any additional claims that may be necessary upon the public purse.
Taxpayers will still be writing a blank cheque. Moreover, the Rock is under the impression that it will be permitted to pay back the strongly secured £11 billion tranche of Bank debt, while continuing to borrow the less well secured £12 billion.
If that interpretation proves correct, the Bank will hand back the £11 billion of AAA-rate collateral it has taken as security, one of its best bargaining chips.
Bankers advising on the deal insist that taxpayers won’t be any worse off and that the Bank will make future loans to the Rock on terms just as good as those demanded by the commercial banks. But there was no such reassurance from the Treasury yesterday.
Ministers must come clean on the liabilities taxpayers are underwriting and may in future be called upon to underwrite and the precise form of the collateral they will hold in return.
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Never mind the liabilities the tax payer has been left with. These are all covered by AAA rated assets. The bank should be privatised and used within National Savings as a conduit to supply subsidised mortgage loans to our first time buyer essentail workers. Now that would be a true labourite idea - but probably a step to far for this beleguered administration.
If this deal goes through the effects of huge profits, job losses and the carving up of this bank will haunt the government just at the time of the next election. Maybe not such a bad thing after all !
Diddly Do, Liverpool,
Northern Rock requires squeaky clean management not people with a history.
Why don't we hear more about the Dover Customs issue of some years back?
David, Poole,
If shareholders have confidence in the company they can pump in up to 6 times equity, at 25p a share. So if Richard Branson is undervaluing the company, the loss is very small - one sixth of his undervaluation.
It's a bit tough on old ladies who might have some shares but no extra capital. I suspect that now this is pointed out Sir Richard might think of something for them. For the rest, it is not a bad deal by any means.
Malcolm McLean, Bradford, UK
Northern Rock won't be the first. Is the Government going to bail out every failed institution?
sophiesutton, norwich,
At a small shareholders' meeting in Newcastle yesterday, after hearing just some details of Richard Branson's 'offer', I said, somewhat cynically "For us small shareholders to vote for this, would make us turkeys voting for Christmas!" Richard Is offering to take over control of our Bank, by putting in a 'mere' £200 million of his own money, his Virgin Money Firm valued [by him] at £250 million, and then, for his plan to work, have us further dilute our shareholdings BY PAYING HIM TO DO ALL THIS FOR US! [He will then re-pay 'some' of the BofE loan by borrowing from the market!] As his reward, he wants merely 55% of the Company, to give him total control. And we are supposed to be grateful? If Northern Rock, to survive, asked many of the present shareholders to buy further shares by a rights issue, or to buy a Bond Coupon in the Bank, many of us would oblige, [though I know that many wouldn't be able to do so]. If the recovery can be so achieved , why sacfifice our Virginity? Stevi
S. Barraclough, Huddersfield, W. Yorkshire
NR suitors are well aware that the Government is over a barrel with this one. The likes of Virgin are in a strong position to buy the bank at a discount, at the at the expense of the shareholders and tax payer. A collapsed bank doesnt look too good for Gordon Browns economic miracle, now does it?
L Mckay, Newcastle, UK
Northern Rock is a failed institution. Any shareholder therefore holds shares in a failed institution. In a normal market situation the bank would have gone to the wall and the shareholders would have lost every penny. That's the risk you take when you buy shares. The only mitigating factor here is that they bought shares in a bank so the value of their shares has been propped up with taxpayers' money for the last few months.
Nobody forced these shareholders to hold the NR shares until now - they had the opporunity to dump the shares at many steps along the long way down from £12.50 earlier this year to the all-time low of 45p. They didn't take this option so they'll have to stick with the situation now and put up with whatever conditions Virgin imposes. I fail to see why we're expected to have sympathy with people who have made bad investment decisions. That's the free market, after all.
MB, Edinburgh,
Yes, yes, .......but, but none of this matters .....because its....Richard Branson.....!!!
hurrah, hurrah, and thrice, hurrah.
All taxpayers should support him, if necessary writing off the state debt, because....its Sir Richard !
Simon Osborne, hong kong,