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Bradford & Bingley - Written June/July 2008. Contact: Roger Lawson
(R. Lawson)
In
April 2008, Bradford & Bingley Plc issued an announcement that stated
they were not intending to have a rights issue following rumours being
published in the press. But only a few weeks later they announced one.
In addition, after the terms of the rights issued were published, they
decided to revise the issue so that it was at a deeper discount and
included the sale of a substantial proportion of the company to TPG.
On
the 4th June, UKSA wrote this letter to the FSA calling for an
investigation into the affairs of the company:FSA_Letter_B&B
Note that UKSA does not believe the revised terms of the rights issue
are beneficial to private shareholders as claimed and suggests that
shareholders might consider voting against it. The Association of
British Insurers (ABI) has already expressed concerns about the sale of
a large stake in the company to TPG as part of the new deal. Peter
Montagnon, director of investment affairs at the ABI, has said: “On the
surface this is a pretty serious breach of the pre-emption rights
principle." Pre-emption rules basically give existing shareholders a
first call on any new share issues.
On
the 5th June the media reported that the FSA was investigating potential
insider trading in the shares of Bradford & Bingley prior to the profits
warning due to the abnormal price movements in the few days beforehand.
UKSA issued the following press release
on the 16th June concerning the question of whether shareholders should
vote in favour of the rights issue: Press063
and taking into account subsequent events, we issued the following note
on the 30th June:
Press064 .
Soon after that press release was issued, TPG withdrew from the deal
claiming downgrades to the credit rating of B&B as the reason, and
within a matter of hours a third rights issue was proposed. We then
issued the following press release supporting this proposal:
Press066 .
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