FT : Activist takes stake in Suez ahead of key strategic decisions

Activist takes stake in Suez ahead of key strategic decisions
Hedge fund Amber Capital says purchase makes it one of French utility’s top 10 shareholders

An activist hedge fund has built a position in Suez, as the struggling French water and waste group is poised to take critical decisions about its leadership and strategy.

Amber Capital, a London-based investor, has bought a little over 1 per cent of Suez this year and is now pushing for the company to take decisions on its governance, speed up asset sales and boost shareholder returns.

Suez has been under intense scrutiny following a profit in warning in January that sent its shares tumbling 15 per cent in one day. Its shares were up 1.5 per cent on Friday, but remain down 14 per cent so far this year.

“We'd like new management to essentially pay a bit more attention to value creation for shareholders, return on capital employed, and use the opportunity of an ebullient infrastructure market to sell assets and de-lever the company,” Joseph Oughourlian, Amber Capital’s founder, told the Financial Times.

Mr Oughourlian said the investment put the fund in the top 10 of Suez’s shareholders. Suez said it would not comment on changes to its shareholder base outside of its regulatory obligations.

Amber’s investment in Suez comes as the company prepares to replace Jean-Louis Chaussade as chief executive and Gérard Mestrallet as chairman. The duo are due to retire from their roles next summer due to statutory age limits. 

Although external candidates are in the running, an internal candidate for chief is considered most probable, according to people familiar with the matter. Jean-Marc Boursier, chief financial officer, and Marie-Ange Debon, the group’s head for France, are favourites for the role. 

Mr Chaussade is being considered as chairman but there is a concern among investors that his appointment might not allow for a sufficient break with the past. 

The decision on the positions will be determined primarily by its largest shareholder, Engie, which owns one-third of Suez after it was spun out of the energy group in 2008. 

More broadly, the market is waiting to hear what Engie plans to do with its stake. A decision on whether it is deemed strategic or might be sold to fund other acquisitions is expected by the end of February when Engie’s chief Isabelle Kocher will unveil her new strategic plan.

“The change of governance will force Engie to build some kind of consensus on Suez in the next year or two . . . Before it weighs in on who should take over, it will have to decide what it wants to do long-term with the company,” said one senior banker in Paris. 

Another French dealmaker said that “indecisions over governance are weakening” Suez.

Mr Chaussade’s preference is that Suez remains independent of Engie while other senior figures in the company have said that the two groups now had “different identities” and Suez “hasn’t stood still” having bought GE Water last year.

If Engie chooses to sell, a long-mooted merger with Suez’s French rival Veolia is deemed possible by analysts, including potential disposals needed to avoid regulators blocking the deal. 

However, if Engie decides that Suez is strategic it will, according to people briefed on the matter, push for an Engie appointment as chairman. Engie, which has a board meeting next week, declined to comment.

>>> US Early premarket gappers

Early premarket gappers

Gapping up:

  • DOMO +19.6%, AOBC +15.4%, CMTL +6.3%, YELP +4.8%, AVGO +3.4%, ZEN +1.5%, LEN +0.6%

Gapping down:

  • KIDS -11.5%, UNFI -7.8%, BIG -7.6%, QTNT -6.5%, ZUMZ -6.5%, MKL -5.9%, ULTA -5.1%, GBT -5%, FIZZ -1.5%, COO -1.5%

WSJ : Fed Weighs Wait-and-See Approach on Future Rate Increases

Fed Weighs Wait-and-See Approach on Future Rate Increases
Under an evolving ‘data dependent’ strategy, the Federal Reserve could step back from the predictable path of quarterly raises

Federal Reserve officials are considering whether to signal a new wait-and-see approach after a likely interest-rate increase at their meeting in December, which could slow down the pace of rate increases next year.

Officials still think the broad direction of short-term interest rates will be higher in 2019, according to recent interviews and public statements. But as they push up their benchmark, they are becoming less sure how fast they will need to act or how far they will need to go, and they want to assess how the economy is holding up under moves they have already made.

How they manage this new, less-predictable approach will depend in large part on the performance of the economy and markets in the weeks ahead.

On Thursday, the Dow Jones Industrial Average tumbled as much as 785 points before paring those losses. The rebound accelerated late in the session after The Wall Street Journal reported on the Fed’s evolving thinking on rates. The blue-chip index ended down 79.40 points, or 0.32%, to 24947.67, and the S&P 500 lost 4.11 points, or 0.15%, to 2695.95.

Under the evolving “data dependent” strategy, the Fed could step back from the predictable path of quarterly hikes it has been on for most of the past two years, raising the possibility it might delay rate increases at some upcoming meetings, according to recent interviews and statements.

Under the old pattern, the Fed would raise rates again in March, but officials now don’t know when their next rate move will be after December.

Recent market turbulence for now hasn’t much dented the Fed’s view that the U.S. economy is on solid footing, with growth strong and unemployment low. But inflation has softened in recent months, and falling oil prices portend further declines, reducing the Fed’s sense of urgency about raising rates to prevent the economy from overheating.

“We need to be attuned to…the possibility that the U.S. economy could look very different in the first quarter, first half of 2019 than it does now,” said Dallas Fed President Robert Kaplan in an interview Thursday.

Restrained price pressures give the Federal Open Market Committee “and me, as a central banker, some latitude to be patient,” Mr. Kaplan said. He added, “There are times when the smartest thing you can do is turn over a few cards and do nothing.”

If growth or inflation heats up unexpectedly, the Fed could decide to go further than planned.

Federal Reserve Chairman Jerome Powell compared the Fed’s policy strategy to walking into a living room when the lights suddenly go out. “What do you do? You slow down and you maybe go a little bit less quickly, and you feel your way more,” he said in a speech last week. “So under uncertainty of this kind, you be careful.”

The next important data release comes Friday, when the Labor Department releases November employment data.

Officials are intensely reviewing how to communicate any shift from the predictable path of quarterly increases for past two years. As part of its shifting plans, officials are weighing how to modify language in a central bank policy statement that since December 2015 has described plans for “gradual increases” in the fed-funds rate. In January, officials qualified the phrase by adding the word “further” to signal greater conviction in their plans.

Beginning at their Nov. 7-8 meeting, officials discussed ways to walk this language out of the statement over the course of several meetings, given their increased uncertainty about how much further to go and at what pace.

“We shouldn’t be offering guidance if there’s this much uncertainty about the future path of interest rates,” said Minneapolis Fed President Neel Kashkari in an interview. If that guidance “ends up being wrong, it hurts or undermines our credibility.”

Since December 2016, officials have deviated from quarterly increases just once, in September 2017, to phase in a reduction in their $4.5 trillion bond portfolio. A rate increase at the Dec. 18-19 meeting would be the Fed’s ninth such move in the last three years, bringing the federal-funds rate to a range between 2.25% and 2.5%.

President Trump has criticized the Fed repeatedly for raising rates this year. Fed officials have said they will respond to economic data and not the White House when they set policy.

In September, nine of 16 officials projected the Fed would raise rates three or more times next year, while seven projected two or fewer rate rises.

In a speech Thursday, Atlanta Fed President Raphael Bostic said the Fed was “within shouting distance” of a rate the central bank considers to be neutral, meaning it is neither so low that it fuels added economic growth nor so high that it slows growth down.

“I’m not seeing clear signs of overheating, nor am I seeing any indications of a material weakening in the macroeconomic data at the moment,” he said. In an environment when the economy is stable and rates are near neutral, he said, the Fed needs to “proceed cautiously, with a keen eye on the data.”

In addition to raising rates, the Fed has been removing easy money from the financial system by shrinking its crisis-era holdings of Treasury and mortgage bonds this year. The holdings have fallen to $4.1 trillion and are set to decline by another $500 billion next year.

Officials have no intention to use the run-off to calibrate monetary policy, either by speeding it up or slowing it down. But they are watching for signs that the run-off is making financial conditions tighter, which could influence how they set their benchmark rate.

Fed officials are poring over a range of shifting signals about the economic outlook.

While U.S. economic data hasn’t much changed since officials last raised rates in September, global growth is moderating. Moreover, a stronger dollar, falling stock prices and rising rates on corporate and other debt have tightened financial conditions and could restrain domestic growth.

Meanwhile, the recent drop in oil prices has made any near-term acceleration in inflation less likely. A measure of core inflation that excludes food and energy prices, at 1.8% in October, was below where the Fed projects it will be on average in the fourth quarter.

Fiscal policy is another uncertainty. A key source of growth in the near-term, it is set to lose some impetus when a two-year package of federal spending increases expires next September. It is unclear whether lawmakers and the White House will come up with a new agreement for additional spending going into an election year or allow fiscal restraint to take hold.

Officials have stressed that the broad direction of interest-rate policy hasn’t shifted, even if incoming data prompts them to drag out the pace of increases in the months ahead.

In addition, Fed officials have stressed they are paying greater attention to the delayed impact of their own policy moves.

“Further gradual increases over the next year or so still make sense,” given current economic momentum, said New York Fed President John Williamson Tuesday.

In September, Fed officials estimated that a neutral rate might be between 2.5% and 3.5%. On Monday, Randal Quarles, vice chairman for bank supervision, hinted that the Fed’s ultimate destination could sit within that band.

“Where we will end up in that range will depend on the data that we receive,” he said.

Carefully communicating a turn has become even more important given recent market volatility and confusion among investors over an off-the-cuff observation Mr. Powell made in early October.

At a moderated discussion, Mr. Powell tried to deflect attention away from questions about whether officials would move rates up past neutral in an effort to slow down a fast-growing economy. He brushed off such conjecture as premature, saying the Fed was still “a long way” from where a theoretical neutral rate might be.

Some frightened investors took the comment to mean Mr. Powell planned many more rate increases, a signal he wasn’t trying to send. Markets rallied last week when Mr. Powell dialed back the earlier comment, saying short-term rates are “just below” a range of estimates of where a neutral rate might be.

Central bankers a generation ago prided themselves on silence and opacity. “I spend a substantial amount of my time endeavoring to fend off questions and worry terribly I might end up being too clear,” former Fed Chairman Alan Greenspan joked in 1995.

Mr. Greenspan experimented with interest-rate guidance in 2003, when inflation was low and the job market soft. The Fed offered an assurance to investors that short-term rates—then 1%—would remain low for a “considerable period.”

The Fed raised rates in quarter percentage point increments at 17 straight meetings between June 2004 and June 2006, and along the way assured investors it would proceed at a “measured” pace. In December 2005, as officials started considering stopping the rate increases, they modified their statement to say “some further measured policy firming” could be needed.

Many believe the Fed’s “measured pace” guidance was a mistake because it locked them in to predictable rate changes and betrayed their own uncertainty about the outlook.

“We’d probably not like to repeat a sequence in which there was a measured pace and [quarter-percentage-point] moves at every meeting,” Fed Chairwoman Janet Yellen said in a December 2014 press conference. “I certainly don’t want to encourage you to think that there will be a repeat of that.”

FT : Germany’s demerger mania requires tougher scrutiny

Germany’s demerger mania requires tougher scrutiny
Corporate slicing and dicing will not necessarily resolve deep-rooted problems

It took Germany‘s struggling lender Deutsche Bank and what remains of retail group Metro to show investors that spin-offs and demergers are not the panacea they looked like for a long time.

Deal-hungry investment bankers and pesky activist investors have for years badgered the top brass of clunky and complex German corporates to shrink themselves to greatness. And for several years a string of successful demergers proved their point, leading to sharper managerial focus and better operating performance.

For investors there was a welcome fading of the “conglomerate discount” that had hung over the valuations of the parent companies and the opportunity to diversify into the businesses that had been spun off.

Take Osram, the lighting unit spun out of Siemens in 2013. A capital intensive business in an industry disrupted by the rise of LED technology, Osram’s shares surged almost 50 per cent in its first year as a standalone company, outperforming its former parent and the wider German stock market.

Two years later, the share price of Covestro, the plastics unit of German chemicals company Bayer, doubled within its first year as an independent company, trouncing Bayer’s performance. This year Siemens has repeated the trick, with its healthcare unit Healthineers, listed in the spring, outshining its parent and Germany’s benchmark index, the Dax, which has fallen 15.8 per cent.

But this year has also inflicted damage on the conventional wisdom that spin-offs and demergers are an infalliable route to higher share prices.

DWS, the asset management business of German lender Deutsche Bank, is perhaps the most striking example. The listing in March of a minority stake in DWS was one of the few turnround projects Deutsche delivered on time. But the hope that DWS could decouple itself from its crisis-prone parent has proved an illusion — the stock of both have moved in close sync downwards. In July, DWS chief executive Nicolas Moreau admitted that “the noise around the bank” had “some impact” on the asset manager’s performance. Three months later, he was out of a job.

German retail conglomerate Metro has been engulfed in a slow-motion and disappointing break-up under chief executive Olaf Koch. Ceconomy, the electronics retailer Metro sput out in 2017, issued a string of profit warnings over this summer that triggered the departure of its chief executive and finance director. Metro’s remaining wholesale business is suffering from sluggish growth in its home market Germany, headwinds in Russia and unimpressive profitability.

Metro’s largest shareholder, the Haniel family, has lost its patience and after more than five decades is in the process of offloading its stake. Mr Koch’s announcement in September that it plans to find a buyer for its supermarket chain, Real, in order to focus on its wholesale business was welcomed by analysts but failed to ignite Metro’s share price. Shares of Metro have fallen by about a quarter since Ceconomy was spun off in the summer of 2017, while the the latter’s are down by about half.

There are specific reasons for the struggles of DWS and the various efforts by Metro. Deutsche Bank chose an unattractive governance structure for DWS that gives external shareholders limited influence, picked an outside chief executive who failed to galvanise employees and promoted unrealistic targets. The asset management industry is also suffering from the rise of passive investment products, which are far less lucrative.

Both Metro and Ceconomy operate in brick-and-mortar retail, a sector that the internet has disrupted.

Yet there is a wider point to be taken from the travails of Deutsche’s DWS and the businesses Metro has offloaded. Both show that “spin-off and demergers are not a means in themselves,” says a senior Frankfurt-based investment banker, adding that some boards are trying to use them as an easy fix to deeply rooted problems that would be better addressed by an operational restructuring. That is something that companies — and, indeed, investors — accustomed to the historic success of demergers may struggle to adjust to.

And there are few signs so far that this year’s disappointments have sapped corporate Germany’s appetite for demergers. Volkswagen and Daimler are both working on a potential carve out of their trucks units, automotive supplier Continental is preparing the split of its powertrain unit and ThyssenKrupp is planning to split itself into a capital goods and a materials company.

This blitz of corporate slicing and dicing will keep investment bankers busy. However, shareholders should be asking tougher questions before giving them the green light.

FT : Investors withdraw billions from US equity funds

Investors withdraw billions from US equity funds
Corporate bond funds also suffer as market turmoil increases appeal of government debt

Investors pulled money from equity and corporate bond funds over the past week, preferring the safety of US government debt as trade uncertainties and a re-assessment of global growth forecasts roiled US markets.

Funds invested in US equities saw $3.5bn of outflows for the week ending December 5, according to data from EPFR Global, nearly reversing inflows into such funds this year. Investors withdrew $1.8bn from US bond funds, marking the fourth straight week of outflows.

Equity markets have been rocked this week by concerns that a weekend trade truce between the US and China may be unravelling, with the S&P 500 sinking 1.5 per cent. The fears were fanned by the arrest in Canada of Meng Wanzhou, chief financial officer of Chinese tech company Huawei, in response to a US extradition request.

The turmoil helped send Cboe’s Vix volatility index, known as Wall Street’s fear gauge, back above its long-term average of about 20.

“Investors need to brace for higher volatility as the cycle matures and as US-China tensions remain elevated,” said Mark Haefele, chief investment officer at UBS Global Wealth Management.

Investors appear to have sought out the perceived safety of Treasuries, adding a combined $1.4bn to funds invested in long-term and short-term US government debt, according to the data.

Investors have dialled back expectations of further interest rate increases from the Federal Reserve amid expectations of an economic slowdown next year. The benchmark 10-year Treasury yield dipped 2 basis points to 2.90 per cent on Thursday and has fallen 34 basis points from its peak last month.

The two-year Treasury yield, which is more sensitive to Fed policy, at one point sank over 10bp on Thursday but moved upward in the afternoon to finish the day down 4bp at 2.76 per cent.

“The point you get from this is that the bond market shows a slowdown is coming,” said Andrew Brenner, head of international fixed income at National Alliance Securities.

North American bank loan funds, seen to have been a beneficiary of rising interest rates, suffered $1.2bn in outflows, a third straight week of withdrawals.

European equity funds continued to struggle as investors pulled out $675m.

“There has been a flight to the perceived safety of sovereign debt,” said Kristina Hooper, chief global market strategist at Invesco.

>>> Spanish government open to sell controlling stake in Bankia to another bank

Spanish government open to sell controlling stake in Bankia to another bank

Spain's Minister of Economy, Nadia Calvino, has opened up the possibility that Bankia’s [BME:BKIA] privatisation process will not continue through the sale of packages, but rather as a block, Expansion reported, citing Calvino at an event organised by Europa Press held yesterday 5 December.
The minister, who did not specify whether the reference price for an eventual future privatization of Bankia could be close to that of the last sale, said that "selling 7% is not the same as selling the control over Bankia", the item said.
Calviño did not want to give the exact price at which the government, through the state’s Fondo de Reestructuración Ordenada Bancaria (FROB), could divest Bankia shares, beyond stating that in the current market conditions it is not convenient. But she opened the door to the fact that if some entity made an attractive offer for a 67% in Bankia that the State now controls, the State would accept it, the Spanish-language paper said.
Current Bankia managers have always been in favour of an exit through packages of shares placed on the market, so that the institution can continue to be independent within the Spanish financial sector. A block sale would drastically change the strategy followed so far.
The minister concluded by saying that the sale deadline, set for late 2019, may be delayed and that no option has been ruled out, Expansion added.

>>> Beiersdorf interested in Bayer's Coppertone and Dr. Scholl's brands

Beiersdorf interested in Bayer's Coppertone and Dr. Scholl's brands - report (translated)
07 DEC 2018
Beiersdorf [ETR: BEI], the German consumer goods group, is interested in Bayer's [ETR:BAYN] Coppertone sun care and Dr. Scholl's foot care product lines, Lebensmittel Zeitung reported. Without revealing its source, the German weekly trade publication said it had learned that Beiersdorf is interested in the brands.

The report said Coppertone and Dr. Scholl's have combined sales of EUR 419m and a large presence in the US and would therefore be a good fit for Beiersdorf. Beiersdorf is a market leader in sun cream but does not have a presence in the US, the report noted.

FT : Och-Ziff moves to shore up balance sheet and share price

Och-Ziff moves to shore up balance sheet and share price
Hedge fund’s executives forgo dividends and transfer equity to help pay down debt

Och-Ziff, the hedge fund business hit by redemptions after a corruption scandal, is shoring up its balance sheet by having executives forgo dividends and transferring equity from its founder Daniel Och and other former managing directors to its current leadership.

The move, announced on Thursday, helped buoy the firm’s bombed-out share price, pushing it back above the $1 mark below which it risks being delisted by the New York Stock Exchange.

Mr Och and other holders of the group’s class A shares in its operating partnerships will reallocate 35 per cent of the units to current executive managing directors, the company said, in return for some of the current team taking a cut in their annual pay.

Current and former MDs have also agreed to forgo dividends on their shares to allow Och-Ziff to pay down its debt while continuing to make distributions to outside shareholders.

Mr Och said the plan “underscores our collective focus on aligning incentives across the organisation in order to achieve outstanding results for our shareholders and global clients”.

In other initiatives announced on Thursday, the firm is converting from a partnership to a corporation so that more investors can buy its stock, potentially pushing up its share price, and conducting a one-for-10 “reverse stock split” to multiply the share price and keep it away from the NYSE’s delisting danger zone.


After falling to 96 cents on Tuesday, Och-Ziff’s shares were up by more than 25 per cent on Thursday to $1.18.

Och-Ziff, one of the early alternative asset managers to float on the stock market, battled a wave of redemptions after it settled foreign bribery charges with US authorities in 2016 for $413m.

The firm was accused of paying bribes in at least five African countries to win business. One of the fund’s former executives, Michael Cohen, has pleaded not guilty to charges in the case in New York federal court. A subsidiary of the fund also pleaded guilty to criminal violations as part of the agreement, while Mr Och paid $2.2m.

Assets under management dropped 17 per cent in 2016, to $37.9bn. The amount the firm manages has now mostly stabilised at around $32.3bn.

Robert Shafir, the group’s chief executive, said the changes announced on Thursday “solidify Oz’s future, providing long-term stability and setting the firm on a path for continued success”.

“We appreciate the willingness of Dan and the former executive managing directors to transfer a substantial portion of their equity to further incentivise the firm’s next generation over the long term,” Mr Shafir added.

In January the firm appointed Mr Shafir, formerly at Credit Suisse, as chief executive in place of Mr Och, who will also step down as chairman at the end of March.

Mr Shafir joined amid turmoil over the succession to Mr Och. Jimmy Levin, the fund’s co-chief investment officer, had been rumoured to be the heir apparent. In a letter to investors over Christmas weekend last year, Mr Och said he had changed his mind and that it was “not the right time to transition to Jimmy”, who was 34 at the time. Mr Levin was given a $280m pay package at the time he was promoted to co-CIO. 

Och-Ziff is one of the largest hedge fund businesses in the world, with trading strategies across real estate, structured credit, long-short equity, special situations, convertible and derivative arbitrage, corporate credit, merger arbitrage and private investments.

Och-Ziff’s investment performance has been stronger this year than many other hedge funds. Its flagship Oz Master Fund was up 0.14 per cent in November, putting it up 0.94 per cent for the year, according to regulatory filings. The latest industry-wide data from HFR put the average fund down 1.66 per cent in the year to the end of October.

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