the times | Wednesday April 8 2020 2GM 35
Business
Asos has tapped its investors for more
than £200 million after a slump in
demand for party dresses and suits
from self-isolating shoppers knocked
its sales by a quarter in the past three
weeks.
After the stock market closed last
night, the online retailer confirmed
plans to place shares worth up to
18.8 per cent of the company. It is
understood that the placing was more
than four times oversubscribed.
Asos said that the fundraising, along-
side a new banking facility of between
£60 million and £80 million, would help
it to weather the crisis if there was no
improvement in trading for the next 18
months and would “enable the com-
pany to emerge in a stronger financial
position”.
After tumbling by 54 per cent since
the start of the year, shares in Asos
closed up yesterday by more than a
2019 Cavendish Square
That hope looks likely to
be dashed. Yesterday
Anglo American invit-
ed questions from
shareholders by email,
but said they would be
answered only after
its meeting on May 1,
long after proxies
hadn been lodged
and counted.
Some compa-
nies have yet to
indicate whether
they will give shareholders
any opportunity to hold man-
agement to account. Centrica,
owner of British Gas, has said
Hikma moved its
AGM from a hotel
in central London
to a house in
Surbiton while
Smith & Nephew
swapped
Cavendish
Square for a
common; angry
shareholders lose
the chance
to protest
2020 Sheethanger Common
uncommon AGMs
Cineworld has us on
edge of our seats
T
ypically, filmmakers got
there first. Contagion,
Outbreak, 28 Weeks Later: a
rash of pandemic movies
for those who can’t get
enough of the real thing. But how
do they help the likes of Cineworld,
the second biggest cinema operator
on the planet, with 787 picture
houses in ten countries?
Its cinemas are shut. And the last
thing Mooky Greidinger needs are
more people used to streaming
flicks at home. The Cineworld boss
was looking forward to full houses
for No Time to Die, the latest James
Bond extravaganza, now with an iffy
title. And, if not that, Black Widow,
Fast and Furious 9 or The New
Mutants — not a Covid-19 disaster
movie, apparently.
They’ve all been delayed. Worse,
just to keep his shareholders on the
edge of their seats, Mr Greidinger
has thrown two other things into the
coronavirus mix: a debt-laden
balance sheet and the $2.3 billion
purchase, in US dollars, of the
Toronto-listed Cineplex. The deal’s
yet to complete. But just the thought
of it has left investors feverish: not
helped by the auditor PWC raising
“going concern” issues at last month’s
full-year figures (report, page 40).
That lowered the shares 24 per
cent to 67p on the day, amid fears
the company could go bust. So it
says something for Mr Greidinger
that he’s calmed things down a bit,
despite his vague “Covid-19 update”.
News that Cineworld is in talks
over “liquidity requirements with
our revolving credit facility banks”
was taken as code that the lenders
of the $463 million loan would give
the group breathing space on its
5.5 times net debt-to-ebitda
covenant. There were the usual
corporate self-help measures,
including executive pay cuts and
suspending the fourth-quarter
dividend to save $58 million — plus
up to $220 million more from
canning 2020 payouts. And,
on top, the group said it continues
“to monitor progress” of the
Cineplex deal.
It was enough to send Cineworld
shares up 49 per cent to 59p, valuing
the group at £808 million. But it
hardly squares off the Cineplex
problem. As things stand, Mr
Greidinger is contractually obliged
to pay C$34 per share for a business
now trading at just over C$11: an
equity difference of C$1.45 billion
and a big hint the market thinks the
deal won’t happen. Worse, to buy the
business, Cineworld would be taking
on $2.2 billion of US dollar debt.
The Peel Hunt analyst Ivor Jones
is hardly alone in thinking that it
“would be in Cineworld’s best
interests” for the deal “not to go
ahead”. But Mr Greidinger is no
ordinary boss. His family built
Cineworld over three generations
from a 1929 cinema in Haifa,
Palestine, and still has a 21 per cent
stake. High-wire deals are a family
trademark. So first he plans to see if
his acquisition gets the nod from
Canadian regulators. And then try
to re-cut the terms, having been told
that Covid-19 is not enough to
trigger the deal’s “material adverse
event” clause. So things could get
messy legally. And, meantime, he’s
got to ride out the virus. Still, Mr
Greidinger wouldn’t be in the
movies business if he couldn’t
produce a cliffhanger ending.
The young ones
W
hat a time for the fake ID
merchants. Few teenagers
can get by without one of
those: the passport to gigs or clubs
for the underaged. Some,
apparently, even managed to rent
theirs out to lookalikes when they
weren’t using it, so creating a real
secondary market in something fake
— the sort of thing financial crisis
bankers might appreciate.
And, on the face of it, who’d need
one now? Yet could the virus see a
reversal in the usual trend: fake IDs
for people desperate to pretend
they’re younger than they are? It’s a
possible outcome from the
lockdown escape model proposed by
the University of Warwick and
Warwick Business School.
In the absence of a vaccine or
mass testing, they make “the case
for releasing those aged 20-30 that
do not live with older citizens”,
liberating 4.2 million young adults,
including 2.6 million in work. They
could “fulfil vital roles in the UK’s
transport and delivery network, or
open small businesses” — worth a
forecast £13 billion a year. No doubt,
they’d reopen pubs and clubs, too.
Yet the researchers highlight a
real cost: “an estimated 630 extra
premature deaths” among the
minority of youngsters susceptible
to coronavirus. And, if the gradual
liberation of older age groups was
the plan, how would you police it?
It would need constant passport or
ID checks. And wouldn’t people
cheat? Like most exit strategies, it
has its flaws.
Soap opera
C
oronavirus has killed most
M&A. But in these markets
few deals are trickier to price
than this: Air Liquide selling its
hand sanitiser business Schülke.
Who knows if this is peak demand
or whether Covid-19 will produce a
world of hygiene-crazed folk never
without a bucket of sanitiser.
Anyway, the private equity outfit
EQT Partners is the preferred
bidder. It’s in talks over a deal worth
about €900 million for an outfit with
annual sales of €335 million and
€70 million-odd ebitda. Tough if
people find soap’s just as good.
The great outdoors
A
GMs will never be the same
again. After Hikma Pharma’s
husband and wife bash from a
house in Surbiton, Smith & Nephew
opted for an outdoor event at
Sheethanger Common, Hemel
Hempstead. It’ll star the company
secretary in her “orange S&N T-
shirt” and her shareholder hubby,
freeloading on the available
refreshments: a cinnamon bun.
Forget the QE2 conference centre.
Once we’re over the virus, investors
will demand picnics in Hyde Park.
business commentary Alistair Osborne
Investors join party in Asos fundraising
third, or 395½p, at £15.59½. The placing
was not open to individual investors,
who have been fans of the retailer since
it was floated in 2001.
Asos revealed that its group sales had
fallen by between 20 per cent and 25 per
cent in the last three weeks — although
this is far less than the declines suffered
by traditional high street retailers that
have had to shut stores.
Alongside the placing, Asos brought
forward its interim results, reporting a
21 per cent surge in sales to £1.6 billion
for the six months to the end of
February. Pre-tax profit also increased
sixfold from £4 million to a record
£30.1 million.
Asos’s move to raise cash comes after
analysts at Liberum warned that the
company had only “four months’ worth
of liquidity left”. However, Nick Beight-
on, 50, the retailer’s chief executive, dis-
missed the analysis and said that the
company’s scenario planning had
shown that it had enough liquidity for
18 months even if sales continued to fall
by 25 per cent.
He said that the possibility of all its
operations closing and of the company
having zero income was “remote”
because its warehouses in Berlin,
Barnsley and Atlanta were under dif-
ferent jurisdictions. There had been
concerns that Asos would have to
follow Next and shut its British ware-
house, after complaints by GMB, the
union, but the online retailer said that it
had put in place social distancing
measures and had been cleared by
authorities to continue trading safely.
Mr Beighton said that Asos was
offering heavy discounts on suits and
party wear and had cancelled orders
with suppliers, but was honouring pay-
ments to them for stock that was
already on its way.
He also said that he was donating
20 per cent of his salary to local chari-
ties in response to the Covid-19 crisis.
He was paid £769,921 last year.
Ashley Armstrong Retail Editor
only: “The format
of the AGM this
year will be purely
functional to
comply with legal
requirements.” It
promises further
details in due
course.
Other compa-
nies have gone
further, stating
that shareholders
will be given the
chance to ask writ-
ten questions. But
the devil will be in
the detail in how they
are chosen and answered. Some share-
holders fear that awkward questions,
for example on executive pay, will be
ignored and that companies will
cherry-pick the easy questions —
something much harder to do in a live
meeting when a curious shareholder
has the microphone to hand.
Bunzl, the office supplies group, has
given itself plenty of scope to ignore
difficult questions, announcing in its
AGM statement that “responses will be
given as soon as reasonably practicable
to those questions reasonably consid-
ered to be appropriate and relevant”.
Barclays, too, is giving itself wriggle
room, saying that it will reply to all
questions but will publish answers only
to “frequently asked questions” and
“where appropriate”.
Whatever form the questions take,
underperforming boards will be spared
the normal pummellings. The angry
shareholder revolts that build up steam
over the course of an hour or two in an
auditorium just aren’t possible when
everything is done in writing.
That will please boards that don’t
relish being held to account, share-
holders say.
The Financial Reporting Council
said last month that “companies need
to manage the risks presented by the
spread of coronavirus transparently
whilst ensuring shareholders continue
to have the maximum opportunity to
have their say”.
Smith & Nephew has addressed this
issue by promising an audiocast
meeting with registered shareholders
immediately after the AGM. Standard
Chartered has promised a retail
shareholder call later in the year, when
questions can be put to its board. Royal
Dutch Shell already holds supplemen-
tary meetings for private shareholders.
These can be useful because they strip
out the formality of AGMs and are
much more relaxed and informative,
Ms Graham said.
In the long run, the shutdown is likely
to give listed companies a nudge
towards virtual meetings, but that will
be resisted by many. When in 2018
Serco, the outsourcing group, proposed
powers to allow it to do away with
physical AGMs, it met fierce resistance
from institutions and shareholders.
Sacha Sadan, head of governance at
Legal & General, said at the time: “How
would we know in a virtual AGM that
awkward questions weren’t being
vetted and filtered out?”
Stripped-down AGMs this summer
are likely to reawaken those suspicions.
ALAMY; ANDREW MCCOY/GETTY IMAGES
2020 Surbiton