Source: The Times Business Commentary
by Alistair Osborne, Chief Business Commentator
Atlas Holdings, a US firm, is set to print Bank of England banknotes after a tumultuous period for the British business De La Rue
Well, this should clinch a UK-US trade deal. An American company looks poised to be printing the Bank of England's banknotes. Yes, our plastic tenners with King Charlie's 'ead on them. What more could Donald Trump possibly want?
It's the result of De La Rue proving it hasn't entirely forgotten that it has a licence to print money. It's recommending a £263 million cash bid at 130p a share from the US private equity firm Atlas Holdings - enough to send the shares up 15 per cent to 128½p. And, of course, people could quibble. Isn't this the same outfit that, in 2011, turned down a 935p-a-share takeover tilt from France's Oberthur? Sadly, it is. Yet maybe a more relevant starting point is exactly two years ago, when the shares stood at just 40½p.
It was then that the shareholders, led by Crystal Amber's Richard Bernstein, ganged up to boot out the chairman Kevin Loosemore: a fellow who'd been living up to his name by losing more every day. Having arrived in October 2019 with the shares at 190p, he'd raised £100 million from investors at 110p in Covid-hit July 2020 - before spending his final 16 months presiding over four profit warnings, a looming debt covenant breach and a run-in with the group's auditors.
Danny La Rue would have done a better job, with Bernstein convinced that if investors hadn't acted the group was heading for kaput. In came a new chairman, Clive Whiley: a moment that has proved a buying opportunity (Crystal Amber doubled its stake to 16 per cent). He refocused chief executive Clive Vacher on operations, while coming to the view that De La Rue would be worth more broken up and sold.
The upshot? First, last October's £300 million cash deal with America's Crane NXT to offload the authentication wing: a business providing tax stamps and holograms to fight tobacco smuggling. And now the Atlas deal, at a 19 per cent premium, for the currency arm - what Whiley called the "final step".
Sure, it's not a done deal. The financier Edi Truell hasn't given up on a bid. But you can see why his latest effort, even if ostensibly priced at 132.17p per share, falls into what De La Rue called "a number of preliminary, conditional and indicative proposals". It's a securities exchange offer to swap De La Rue shares for unlisted loan notes in his Disruptive Capital and Pension SuperFund Capital entities - no rival to a cash bid.
Besides, Atlas has got hard "irrevocable" support from three big investors: Schroders, Richard Griffiths and Crystal Amber - over 29.1 per cent of the shares. They "remain binding in the event [of] a higher competing offer", so blocking any Truell bid via a scheme of arrangement requiring 75 per cent support. There was also talk Atlas would buy shares in the market.
Given the money coming in from Crane, Atlas looks likely to inherit a business with about £100 million net cash - once De La Rue has paid off its debts, now thought to be around £120 million, and cut its £68.9 million pension deficit by £30 million. That could look generous to Atlas, even allowing for it agreeing more deficit repair with the pension trustees. But banknote printing is cyclical and, as Atlas's Peter Bacon noted in an indictment of the public markets, a private De La Rue can be more "long term", not bound by "periodic public reporting".
True, the bid needs UK government approval. But blocking it is probably not the best way to land a trade deal from Trump.
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