Citigroup defeats fraud claim over EMI deal

A federal court jury took just 4-1/2 hours to unanimously decide that David Wormsley, one of Citigroup’s top European bankers, did not lie to Hands during the May 2007 bidding for EMI, known for The Beatles and other stars.

Citigroup, EMI’s main creditor bank, provided £2.6bn, in loans for the acquisition of the music recording and music publishing company. Hands’ private equity firm, Terra Firma, paid £4bn, or $6.5bn, for EMI.

The company is now worth about $2bn less, according to Terra Firma, which has been fighting to keep the business out of the clutches of Citigroup after breaching the terms on its debt. Hands could be forced to hand EMI to the bank or he could keep working to improve the company’s health and then try to sell it.

“Terra Firma reserves its right to appeal,” the private equity firm said in a statement. “Terra Firma will continue to focus on securing a financial restructuring of EMI with its creditor, Citi.”

During the three-week trial, jurors heard testimony from Hands, 51, and Wormsley, 50, who remained friends until Terra Firma sued the bank for fraud in December 2009. The case was heard in US District Court in Manhattan.

“It was just showing emails, telephone calls. To me it wasn’t enough,” said juror Dennis Posillico, a 61-year-old retired postal worker. “I was leaning toward Hands but then I went with Citibank. The closing statement turned me.”

The emails, corporate documents, phone calls and other evidence pitted the word of Hands, who has a reputation for buying distressed companies and turning them around, against the word of Wormsley.

“The jury’s verdict makes clear that Terra Firma’s irresponsible accusations of fraud were nothing more than a misguided attempt to gain leverage in debt restructuring negotiations,” Citigroup said in a statement.

Hands said he based his bid price for EMI on Wormsley having told him there was a strong rival bid from Cerberus Capital Management that he had to beat to win the company he had coveted for 16 years. But there was no other bid.

Citigroup had business ties to all three parties, Terra Firma, EMI and Cerberus, the jury heard.

“There’s a huge element of sour grapes to his (Hands’) position,” said Marshall Sonenshine, chairman of New York-based investment bank Sonenshine Partners and an adjunct professor of finance at Columbia Business School.

“The relationship between banks and private equity firms is not one big lovefest, it’s an economic-based relationship.”

Industry insiders familiar with Warner Music Group’s thinking still expect the New York-based company to be interested in acquiring the recorded music unit of EMI if it comes up for sale when or if Citi assumes control.

There is expected to be more competition for EMI’s song publishing unit, as music publishers are preferred to recorded music units because of their steady cash flow generation.

Sony/ATV Publishing, a joint venture between Sony Corp and late pop star Michael Jackson’s estate, is expected to be interested in taking over EMI’s song publishing unit. Other likely interested parties include BMG Rights Management, a joint venture between private equity firm Kohlberg Kravis Roberts & Co and closely held German media group Bertelsmann

The case is Terra Firma et al v Citigroup et al, U.S. District Court for the Southern District of New York, No. 09-10459.

Outsourcing boost Logica’s sales

Logica kept its full-year forecast for roughly stable sales and operating margin but said it had agreed some reductions in the scope and value of government contracts in its UK home market. Its shares fell more than two percent.

Revenue grew one percent in the July-September quarter to £863m and orders rose eight percent to £758m. Logica said it expected a strong fourth quarter as UK government activity resumed and Benelux business improved.

“We are cautiously optimistic about our prospects for growth next year,” Chief Financial Officer Seamus Keating told journalists on a conference call.

UBS analysts said the sales figure had beaten consensus but noted weak book-to-bill ratios of 0.81 in Logica’s outsourcing business and 0.95 in projects and consulting, partly due to normal seasonality.

“The market may nonetheless be a little disappointed at this and the lack of meaningful acceleration on the topline,” they wrote in a note.

Logica said it expected revenue in its UK home market to grow in the fourth quarter, despite public sector cuts, and that it had seen signs of increased activity from government departments since the end of the third quarter.

The company has signed a memorandum of understanding with the UK government to continue all its existing contracts – which span 55 government agencies. British public sector business accounts for about 10 percent of Logica’s total sales.

But Keating said Logica was working with the government to scale down some contracts in light of an urgent need to save public money.

Several other IT service providers including Siemens, Atos Origin, Accenture and Capgemini have announced similar agreements to continue contracts with the UK government.

Court considers NASA employee checks

The high court during arguments in a case about NASA background checks of scientists in California considered what questions could be asked without violating their constitutional privacy rights.

Justices Sonia Sotomayor and Samuel Alito asked the Obama administration attorney whether any limit existed on the questions that can be asked. They cited questions about sexual practices, genetic tests, medical conditions and even about what a person reads.

Acting Solicitor General Neal Katyal defended the background investigations and described them as standard for federal employees since 1953 and for contractors since 2005.

He said NASA facilities have sensitive information and technology and contractors with credentials can get near the space shuttle. So the questions are justified in part on national security grounds.

He said adequate privacy safeguards existed under law to prevent the improper disclosure of the information.

Of 74,000 contractors over the past five years, government credentials have been denied only 128 times, Katyal said, adding that information in those cases was kept private between the government and the individual.

The case involved a legal challenge by a group of 28 scientists, engineers and administrative personnel to the background checks required at the Jet Propulsion Laboratory in California.

The laboratory, owned by the National Aeronautics and Space Administration and operated by the California Institute of Technology, is known for developing satellites, rockets, spacecraft and telescopes.

All positions at the laboratory are filled by contract employees. Employees who do not agree to the checks could lose their jobs.

Dan Stormer, an attorney for the employees, said the government must justify the reasons for the questions. He questioned how far the the government can go in intruding into a worker’s personal life.

But several justices seemed sympathetic to the government’s argument that it should be able to at least ask open-ended questions about whether a person has any adverse information on why a worker should not be hired.

Justice Anthony Kennedy said a private employer could be sued for failing to ask that question and added that it was routinely asked in the hiring of law clerks.

Justice Stephen Breyer asked whether a person has a right to control all personal information without government intrusion, questioning whether it extended to information for a driver’s license or comments made as part of a reference.

A decision in the case is expected early next year.

GM gives IPO to employees, dealers

The disclosure by GM in a filing with the US Securities and Exchange Commission represents the first information on how the shares will be sold in the automaker’s IPO.

Morgan Stanley Smith Barney is administering a directed stock purchase program that GM has opened to about 600,000 workers, retirees and dealers.

GM was restructured in a 2009 bankruptcy with $50bn in US government funding.

Separately, the US Labor Department said it has given its approval to a plan conceived as part of bankruptcy for funding a trust fund affiliated with the United Auto Workers union that is paying for retiree health care.

That approval was another hurdle to clear for GM to move forward with its IPO since the UAW’s trust fund is another major shareholder along with the US government and the governments of Canada and Ontario.

A decision in the Federal Register will permit the UAW’s Voluntary Employee Beneficiary Association to hold GM common stock worth 17.5 percent and warrants allowing the trust to acquire another 2.5 percent.

The UAW’s VEBA will hold $6.5bn in preferred stock and a note for $2.5bn.

As of GM’s bankruptcy, about 751,700 former hourly workers and their dependents in the United States received retiree health benefits from the automaker.

Computer game lets you decide earth’s fate

‘Fate of the World’ puts the earth’s future in players’ hands, placing them in charge of an international environmental body which could save the world from the effects of rising greenhouse gas emissions or let it perish by continuing to rely on emissions-heavy fossil fuels.

Through different scenarios, players can explore options such as geoengineering and alternative energy sources to save the planet from rising temperatures, dwindling natural resources and a growing population over the next 200 years.

A rough cut of the game will be followed by a three-month feedback period from players, with final release due in February next year.

Created by Oxford-based games developer Red Redemption, the game departs from more mainstream action games by using data from real climate models and advice from scientists and economists in Britain and the United States.

“Science data is often inaccessible and we are trying to put players in a position of power and connected with the issues,” Gobion Rowlands, Red Redemption’s founder and chairman told Reuters.

“We are not pushing one particular agenda. There are a range of options, including nuclear power and renewable energy. We are not saying one route is the best route,” he added.

The firm has an advisory board which includes some climate change experts. Myles Allen, head of climate dynamics at Oxford University, contributed the prediction models in the game.

This year, a series of apparent flaws in climate science and the failure of UN talks to reach an international deal to cut greenhouse gas emissions appeared to undermine the public’s interest in climate change.

However, games centred on sustainability and human rights have been growing in popularity and are welcomed by green groups as a way of raising awareness.

Using climate change as inspiration for entertainment shows the issue has permeated global culture, which can only be a good thing, Friends of the Earth’s head of climate Mike Childs said. “We need creative industries to work with these big issues as the results can be immensely powerful and can help us to understand what a sustainable future looks and feels like,” said Fiona Bennie, senior sustainability advisor at UK-based non-governmental organisation Forum for the Future.

In vino veritas: NZ wine proclaims its carbon toll

The New Zealand Wine Company recently started sales of its Mobius Marlborough Sauvignon Blanc, which it says is the first wine in the world to let consumers know the amount of carbon emissions for every glass.

“There was consumer and customer demand, especially in the UK. Consumers are wanting more information so they can make a better choice,” said Helen Wilkes, the firm’s marketing manager.

“We believe that it’s our duty as responsible manufacturers to provide that information.”

The move, which took two years of planning and calculations by a sustainability consultant and were subsequently certified by Britain’s Carbon Trust, figures the carbon trail for each market separately and displays the number inside a tiny black footprint printed in the corner of the label.

“It’s basically covering the whole life cycle of the product, … production, distribution, use and disposal of packaging,” she said.

The carbon footprint for a 125 ml glass of the wine in New Zealand is 140 grams. For the same glass in Australia, the footprint is 190 grams because of the extra transport to get it there.

Those are the only two markets for which the calculations have been made, although Wilkes said plans are to expand it to other markets and other products. Only about 20 percent of the company’s sales are domestic.

Though products showing the carbon impact remain limited – the wine is the first in New Zealand, though there are other such products in Europe – Wilkes said more were likely to follow.

“For years and years we’ve become educated to look for nutritional information on food, so a lot of consumers now compare nutritional analysis,” she said.

“In the future, I believe the carbon footprint will become another icon on a piece of packaging that people will be referring to to help them make their purchasing decisions.”

And the taste?

“It’s not probably what you would think would be a typical fresh-fresh green grassy sauvignon blanc, it’s rather elegant and a little more complex,” Wilkes said.

“People have different ideas about the size of a glass of wine, but we’re trying to be responsible. 125 ml is considered one glass of wine,” she added.

Oil eases from high, risk appetite to support

Investor appetite for risk is expected to continue grinding down the low-yielding dollar after the US Federal Reserve’s commitment this week to open-ended purchases of Treasuries renewed the focus on the dollar as a funding currency.

“The issue that we have to look at is the financial side and the injection of money,” said Tetsu Emori, a fund manager at Tokyo-based Astmax Co Ltd.

The dollar was mired near 11-month lows against a basket of currencies. A declining dollar boosts the appeal of commodities as a way to preserve value.

The Reuters-Jefferies CRB index, a global commodities benchmark, rose above 312 points on Thursday to its highest since October 2008.

Gold, a traditional haven for investors shunning dollars and hedging against inflation, was above $1,380 an ounce, just below a record high of above $1,390 an ounce.

Later, the market focus will shift to a monthly US jobs report. Employment probably increased in October for the first time since May, a Reuters survey showed.

European shares dipped as investors took profit from six-month highs hit earlier on Friday ahead of the jobs data.

The price of oil has recovered almost half the ground lost between a mid-2008 record high and the low at the deepest point of the recession.

It was approaching the top of a $70-$90 price range, which Saudi Arabia’s oil minister Ali al-Naimi earlier this week said was acceptable to both producers and consumers.

But some analysts pointed out oil’s fundamentals have not recovered to the levels seen before the financial crisis in 2008.

However, some analysts cautioned whether the rally in oil prices would be sustainable.

“Although we are up again as of this writing in a number of commodity markets, including energy, we have trouble seeing how much longer the current run can extend to, given that at some point, higher commodity prices will lead to even higher inflation and interest rates in emerging countries,” MF Global said in its research note.

“Over the last few weeks, we have seen many Asian economies raise rates already, and there is talk that China may be poised to move again.”

First to green ignored heating sector

Britain has announced an £850m support scheme for renewable heating projects, initially from June 2011 to 2014/2015.

The renewable heat incentive (RHI) will be the world’s first to pay directly for low carbon heat from projects to install biomass burners, solar water heaters and geothermal pumps.

Heating for buildings, water, cooking and industrial processes accounts for the vast bulk of Britain’s energy consumption excluding transport, mostly from burning fossil fuels and especially gas.

But electricity has so far dominated green energy incentive schemes both in Britain and globally: programmes to curb carbon emissions from heating have focused on support for building efficiency, for example to improve insulation.

One of the big potential applications is for centralised biomass burners, including combined heat and power plants, where these warm homes through community heating networks.

But that will be limited in Britain by a lack of a widespread, Scandinavian-style heating grid, experts said.

“It’s a fragmented, distributed business with small individual installations,” said Tom Murley, who runs a €500m renewable energy infrastructure fund at private equity firm HgCapital.

“What you’re talking about are businesses putting different kinds of boilers in people’s homes. It’s very hard to get any kind of scale, and so for our large investment funds it’s not attractive.”

Limit
Impax, a UK-based environment investment manager, agreed on the infrastructure hurdles facing widespread district heating.

Impax would likely use the RHI incentives to invest in anaerobic digestion projects, which trap the combustible greenhouse gas methane from food, farm and human waste, to inject this into the national gas grid, which is widely networked in Britain unlike community heating.

“That appears to be one of the larger opportunities in this space and probably of most interest to us,” said Ian Simm, chief executive of the firm which manages £1.9bn in assets.

HgCapital’s Murley doubted the returns to anaerobic digestion, pointing at high capital costs and vulnerability to commodity prices if crops such as maize are used as feedstock.

Specialist companies may be the biggest beneficiaries from the RHI scheme, deploying low carbon technologies including solar thermal, geothermal heat pumps and wood burners.

“It’s innovative and well-designed,” said Philip Wolfe, chairman of low-carbon services company Ownergy, and former director-general of the UK-based Renewable Energy Association.

“Pretty much all of the eligible technologies can be deployed at quite a large scale,” he said, adding he was advising on an industrial-scale solar thermal installation.

Britain’s planned, £1bn green investment bank would aid scaling out of heating grids, he added.

UK-based energy services company, Myriad, similarly welcomed the initiative. The company’s revenues have nearly doubled in the past 12 months following incentives for micro-generation of low carbon electricity, said chairman Jonny Wates.

“I think the same will happen for heat,” he said.

The government aims to get 12 percent of UK heating from renewable sources by 2020, compared with about 2 percent now, nearly half of which comes from burning wood, and will detail later this year exact RHI support levels.

“The government needs to confirm the tariff rates,” said Patrick Sherriff, director at Geothermal International which designs and installs geothermal heat pumps and other systems. “I think they will be larger (than previously announced) for larger installations,” he added.

UK water mills make it into green subsidies

Modernised water wheels and turbines are now included in the government’s feed-in-tariff (FIT) scheme, which financially rewards small-scale renewable energy projects.

Hydropower is already one of the most popular sources for new green energy projects as the Environment Agency says it has noticed a tenfold demand for hydropower permits in the past two years.

“This announcement will breathe useful life back into thousands of schemes all over the UK, and will attract visitors keen to learn about renewables,” said Renewable Energy Association (REA) Chief Executive Gaynor Hartnell.

The association, together with environmental group Friends of the Earth, had been campaigning for the inclusion of refurbished hydro facilities into the FIT scheme.

REA said it hoped that biomass and deep geothermal green power sources will also benefit from FITs in future.

The extension of FITs to refurbished hydro projects comes one week after the government announced in its spending review that green energy rewards would be maintained as they are.

“Feed-in Tariffs are here to stay and we confirmed last week that we don’t want to change the tariffs until 2013 to ensure ongoing investment in new projects,” Energy and Climate Change Minister Greg Barker said.

Trade powers spar over outstanding Doha issues

Ambassadors to the World Trade Organization from Brazil, China, the European Union, India and the United States agreed that much valuable work had already been done on Doha.

But they disagreed whether a lot or a little was needed to finish the talks, launched nine years ago this month to open global commerce and help developing countries prosper through more trade.

All restated long-standing positions, indicating how hard it will be to break out of the current impasse, but also suggesting they were readying for a final round of bargaining.

“They’re just positioning themselves. They’re marking out territory,” said one senior trade official.

The ambassadors, speaking at a WTO workshop on the impact of the Doha round, all agreed that give and take on all sides was needed to finish the job.

Discussions by key WTO ambassadors in recent months to brainstorm on Doha have brought a sense of movement to the talks, stuck since a meeting of ministers in July 2008 broke apart over differences over the core areas of farming and manufacturing.

The main features of a Doha deal would be a cut in distorting farm subsidies by rich countries to end trade distortions that hurt developing nations, while emerging economies would open up their markets for industrial goods. All would liberalise services such as telecoms and banking, which now account for the bulk of economic activity in most states.

Varying estimates
Estimates of the value of a deal like that vary widely, and the WTO workshop brought together leading trade economists to discuss the analyses.

Relatively modest forecasts of a boost to the global economy of $50bn a year from opening up farming and manufacturing could be improved significantly with more ambitious negotiations and liberalisation of services.

But the main benefit from a Doha deal could be locking in cuts in tariffs that countries have undertaken unilaterally, preventing protectionist backsliding and providing businesses with certainty for their investments, they found.

In any case, EU ambassador John Clarke said EU member states and the European Parliament would make a hard-headed political assessment of whether a deal created opportunities in different sectors, and created fairer conditions for developing countries, rather than looking at macro-economic studies.

Chinese ambassador Sun Zhenyu said China, which joined the WTO when Doha was launched, was not pushing for any particular concessions in the talks, but would benefit from a strengthening of the global trading system, and warned that the round was not primarily about opening markets for rich countries.

The fact that businessmen were now coming to Geneva to discuss the talks with negotiators was a sign of hope, he said.

“People are talking about a possible window in 2011,” he said.

US ambassador Michael Punke said what had been achieved was not insignificant – but nor was it sufficient, reiterating Washington’s call for big emerging economies to do more to open their markets.

“For us, what is very clear is the pain and what is not so clear is the gain,” he said, encapsulating a view voiced by most of the others, but which WTO Director-General Pascal Lamy said was a classical negotiating stance.

Ultimately the fate of the Doha round will depend on what the United States agrees with China and the other big emerging countries, although China and the United States have not so far got down to serious bilateral talks, diplomats said.

Brazil had nothing to gain from the industrial goods talks, and the proposals in farming were still disappointing for the world’s agriculture superpower, ambassador Roberto Azevedo said.

“In agriculture we’re not convinced we’re getting a lot but we’re moving in the right direction,” he said.

Reforms lop £3bn off BT pension liability

The telecoms provider said on Thursday the reduction in valuation liabilities to £40bn as of September 30 reflected this year’s government decision to link pension increases to the consumer prices index (CPI) measure of inflation rather than the retail prices index (RPI).

The liabilities assessment followed a detailed legal and actuarial review by BT and the trustee of the BT Pension Scheme.

Analysts at JP Morgan Cazenove said the reduction was equivalent to 27 pence per share after tax, reflecting CPI being generally lower than RPI.

BT said the move to CPI helped cut its pensions shortfall to £5.2bn at end-September from £7.9bn on June 30.

It said the shift to CPI will not be fully reflected in the deficit until the next triennial funding valuation in December 2011 and will have no immediate impact on an existing recovery plan, agreed with trustees, that will see BT pay deficit contributions of £525m in 2010 and 2011.

“However, clearly the change will materially improve the funding deficit given the implied reduction in future pension payments,” the JP Morgan Cazenove analysts said in a note.

Analysts reckon the government’s changes could particularly help companies with big pension deficits, including British Airways, BAE Systems, Lloyds Banking Group, Royal Bank of Scotland and National Grid.

Local German utilities to keep fending off rivals

Since liberalisation in 1999, the German market is as open to new entrants as the British market. Giants such as E.ON or RWE have added retail market share in Britain in recent years, while they have lost ground at home to municipal utilities and new market entrants.

The population with the second-highest savings rate in Europe after Switzerland, which coined the phrase “stinginess rocks”, has largely stuck with its roughly 800 municipal utilities rather than hunt for bargains on the power market.

Public opposition also has prevented the sale of at least 19 local utilities, mostly owned by the municipalities in which they operate, over the past 10 years, according to “More Democracy”, a movement that promotes direct democracy through referenda.

“It hasn’t been difficult to gather majorities against the privatisation of local utilities,” said Lars Holtkamp, a professor at Hagen University who specialises in municipal budgets and politics.

Germans’ preference for these so-called Stadtwerke is based on more than price competition. They give communities leeway to offer jobs to young people and finance loss-making services such as swimming pools and public transport, Holtkamp said.

“A local utility is closer to the citizen and can act differently when it’s under municipal control than when it’s owned by a corporation,” said Uwe Wiemann, spokesman of an intiative that prevented privatisation of the utility in the small town of Bad Salzuflen.

Germany’s wholesale energy market is dominated by E.ON, RWE, Energie Baden-Wuerttemberg and the German unit of Sweden’s Vattenfall, which control 80 percent of its power plants and more than half of its gas market, according to the cartel office, the country’s antitrust agency.

Keeping market share
But in the retail market, households and small businesses have been able to choose from dozens of big and small suppliers for more than 10 years, and more than half of them chose to stay with their local utility, their default provider, as of 2008.

In the retail gas market, three percent of customers changed their supplier in 2008, according to the Federal Network Agency, which oversees customer switches of suppliers.

In Britain, by contrast, the retail market is dominated by six large providers, four of them owned by companies based outside Britain, and incumbent suppliers had already lost more than half of their power and gas business by 2007, according to regulator Ofgem.

Germans even are in favour of higher power prices when they are needed to finance wind or solar generation, a survey from polling agency forsa showed.

“Being able to influence the local energy supply towards sustainable solutions is important to us,” said Reinhard Richter, managing director of the Energieverbund Dresden, a city business that holds the municipal utility.

The city of Dresden decided in March to buy back its local utility.

“Owning our municipal utility in the medium term contributes significantly to the city’s budget. Part of the reason is that we can rely on loyal customers,” Richter said.

The move by Dresden is part of a trend to reverse the privatisation of local utilities.

Last year a group of municipal utilities bought Thuega, a holding company with stakes in some 100 local energy suppliers. Now municipal suppliers are in the running to buy RWE’s gas grid and the power plants of Evonik, which holds Germany’s fifth-largest generation portfolio.

Publicly owned ventures are usually well run businesses, according to a study by Datamonitor. It compared large state and investor-owned utilities, and found that public utilities “post above-average profit margins and energy volume returns”.

It found that operating income per employee was lower, indicating the role the utilities play in local labour markets.

Successful acquirers of local ventures on Europe’s largest power market and second-largest gas market have either been owned by local governments or have adjusted strategies to consumer preferences.

“More than in other takeovers, buyers have to make sure they understand the ecological, social and regional interests of the municipal utility and its communal owners,” said investment banker Michael Hegel, managing director of Hegel Karbenn.

Hegel in 2008 advised the municipal owners of EWE, Germany’s fifth-largest utility, when they sold a quarter of the utility to Energie-Baden Wuerttemberg, the country’s fourth-largest power company, for €2bn.

In another example of strategy, MVV, the energy provider majority-owned by the southern German city of Mannheim, bought into eight local utilities, confining itself to minority stakes in all but three of them.