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HBOS: Burt and Mathewson to withdraw

• Robert Peston
• 19 Nov 08, 04:10 PM

In the next day or two, Sir Peter Burt and Sir George Mathewson will pull up their tent pegs and relocate themselves away from the furore over HBOS's future.

The duo of veteran Scottish bankers will announce that the barriers to keeping HBOS independent are insurmountable.

And they'll say it's the Chancellor, Alistair Darling, who has erected those insurmountable barriers.

As my note pointed out yesterday, the chancellor has raised strong doubts about whether the Treasury would provide vital new capital to an independent HBOS and he has also made it clear that the cost to HBOS of such capital (were it to be provided) would be almost prohibitively expensive.

So Burt and Mathewson - both of whom have other commercial activities to occupy themselves - can't escape the painful reality that their campaign to keep HBOS independent has become futile.

They recognise that most HBOS shareholders would take the view that voting to block the takeover against the revealed wishes of the Treasury would be an instance of turkeys clamouring for an early Xmas.

There is evidence that many (perhaps most) investment institutions support the deal. That can be deduced from the overwhelming support for the takeover shown today in a .

The reason it's possible to extrapolate from that vote is that there is an overlap of more than 50% between the institutions owning HBOS and Lloyds TSB.

So I think it is reasonable to predict that this takeover will now take place.

And it's also reasonable to predict that as and when Lloyds TSB reduces the headcount of the combined banks by 20,000 or more - as it must do because of the overlap between the operations of these two large organisations - some members of the government will not feel totally euphoric in getting what they wished for.

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Barclays' 拢300m gift

• Robert Peston
• 19 Nov 08, 10:28 AM

Barclays has sold the 拢500m of Reserve Capital Instruments that it clawed back from the royals and state investment funds of Abu Dhabi and Qatar.

Bored with what you've read so far?

Well it may be worth reading on, because in a way it's shocking that Barclays found buyers for this stuff - because it raises questions about why the bank gave away around 拢300m in commissions and warrants to Gulf investors who aren't exactly short of a bob or two.

Here's what you need to know.

When Barclays only 19 days ago sold 拢3bn of these Reserve Capital Instruments (RCIs) to Qatar and Abu Dhabi, it threw in warrants to purchase 1.5bn new Barclays shares at any time in the next five years at a price of 197.775p each.

According to Sandy Chen of Panmure Gordon, each of these warrants is worth around 16p, which would value the lot at just under 拢250m (and, by the way, some analysts have argued that the warrants are worth a good deal more than this).

They were apparently an important sweetener to persuade Qatar and Abu Dhabi to buy the RCIs. What's more, Qatar and Abu Dhabi were also paid a 拢60m commission in cash for taking the RCIs.

In other words, Qatar and Abu Dhabi were paid a bit more than 拢300m for buying 拢3bn of securities - and these securities pay a stonking 14% rate of interest until June 2019 (many of us would love a bank to pay us that kind of interest).

Here's the thing.

Other investors yesterday bought 拢500m of the RCIs without the inducement of the warrants or the cash commission.

Perhaps unsurprisingly, although Qatar and Abu Dhabi were prepared to release 拢500m of the warrants for sale to other investors - following complaints from British investors that they should have been offered these in the first place - the Gulf investors didn't give back any of the commission or warrants.

Qatar and Abu Dhabi therefore ended up being paid over 拢300m for taking even less risk on their investment in Barclays.

It's worked out very nicely for them indeed. Now there's a proven appetite for these RCIs, they could presumably sell the rest on the open market, should that be appealing to them. In which case, the 拢300m would become pure profit attached to zero investment risk.

So why on earth did Barclays less than three weeks ago feel it had to pay so much money to Qatar and Abu Dhabi, to persuade them to buy these securities?

Well, it points out that market conditions were fraught at the time.

But there was no urgent rush to raise the money. As Barclays told me back then, the had given it till early next year to raise the capital it needed.

Arguably therefore Barclays has needlessly given away 拢300m.

And don't think this is about losses suffered by funny, remote people in the City with no connection to you.

It represents an erosion of wealth for millions of us saving for a pension, since most of our pension funds and life companies have an interest in Barclays.

You should be concerned.

Could the board make amends? Well Barclays' four executive directors have volunteered to forego their bonuses.

But they would probably have to do without bonuses for around 10 years to compensate for the shareholder wealth given away in this transaction.

Which means that the decision by the board to offer itself up for re-election may turn out to be more than a symbolic gesture.

In particular, there is likely to be pressure on the chairman, Marcus Agius, to explain why he and the non-executives permitted the deal with Qatar and Abu Dhabi to be transacted on such generous terms.

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