Jasper Jolly 

Sainsbury’s-Asda merger in doubt amid price rise concerns – as it happened

Competition regulator finds merger could have an impact on choice and reduce quality
  
  

The plan to merge Sainsbury’s and Asda was announced in April last year.
The plan to merge Sainsbury’s and Asda was announced in April last year. Photograph: AFP/Getty Images

Summary

Andrew Tyrie was only appointed as head of the Competition and Markets Authority in April 2018, after retiring as an MP. He has already made his mark within 12 months, with a decision which could affect the lives of millions of Britons.

The Sainsbury’s-Asda merger is not out for the count yet, but it is on the ropes after the CMA said it is “likely to be difficult” for its concerns to be assuaged. The deal, which the supermarkets are still pursuing, would create a new giant in the British grocery sector – a prospect the competition regulator cannot yet stomach.

Sainsbury’s boss Mike Coupe reacted angrily to the decision, which threatens a deal he had welcomed so enthusiastically when it was first announced in April 2018.

The European Medicines Agency has lost a court battle to cancel a £500m lease on its old Canary Wharf headquarters which it said was invalidated by Brexit. Landlord Canary Wharf Group successfully took the agency, which was forced to leave London, to the court to enforce the contract, which lasts until 2039. Full story here.

A healthcheck on British manufacturing from the Confederation of British Industry gave mixed messages. Output growth slowed, but there was some improvement in order books.

Across the Channel, a French court has fined Swiss investment bank UBS €4.5bn for tax fraud and illegal solicitation of clients. The bank denies the charges and will appeal.

Thanks for joining us today. We’ll be back tomorrow as always with rolling coverage of economics, markets and corporate news. JJ

Updated

US markets have opened with barely a flutter. Tumbleweed on Wall Street with barely any movement on trade talks between the US and China.

The Nasdaq, the S&P 500 and the Dow Jones Industrial Average have all moved by less than 0.05% either way.

French court fines Swiss investment bank UBS €4.5bn

A French court today ruled that UBS must pay fines totaling €4.5bn (£3.9bn) after the Swiss investment bank was found to have illegally solicited clients in France and to have laundered the proceeds of tax evasion.

The penalties, which exceed the bank’s net profit last year, included a €3.7bn fine and additional damages of €800m to the French state, Reuters reported. The damages are larger than UBS’s profits last year, and more than double the amount the bank had set aside to cover legal costs.

The ruling marks the culmination of a seven-year investigation and aborted settlement negotiations. French prosecutors said UBS sent Swiss bankers to golf tournaments, classical music concerts and hunting parties to solicit new clients illegally.

UBS was “systematic” in its support to tax-evading customers and that the laundering of proceeds from the tax fraud was done on an “industrial” scale, the prosecutors had told the court.

The bank said it will appeal the verdict and denied all the charges. In a statement UBS said:

UBS strongly disagrees with the verdict. The bank has consistently contested any criminal wrongdoing in this case throughout the investigation and during the trial. The conviction is not supported by any concrete evidence, but instead is based on the unfounded allegations of former employees who were not even heard at the trial.

The head of the UK’s cybersecurity agency today appeared to suggest that security risks posed by Huawei can be managed, in a boost to the embattled Chinese telecoms company.

Huawei has been banned from 5G mobile network infrastructure in multiple countries because of security concerns, led by the US, but the UK has taken a more sanguine view.

Ciaran Martin, the chief executive of the National Cyber Security Centre, on Wednesday said government oversight of Huawei has proven it can flag up security problems, suggesting he doesn’t think the Chinese company needs to be banned from supplying mobile networks, according to the Associated Press.

He also said that one of the conditions for maintaining good cybersecurity is having “sustainable diversity” in the telecommunications equipment supplier market. The UK will decide its 5G security policies in the spring after government analysis is completed.

Lloyds Banking Group has shrugged off growing fears over Brexit as it unveiled a £4bn payout to shareholders, despite reporting smaller-than-expected annual profits.

Read the full story here:

European Medicines Agency loses Canary Wharf Brexit legal battle

The European Medicines Agency, which is moving from Britain to Amsterdam owing to Brexit, on Wednesday lost a court battle to cancel the lease on its London headquarters.

The EMA’s lease on offices in the Canary Wharf business district runs until 2039 and is worth an estimated £500m, reports AFP.

The EMA evaluates and supervises medicines for human and animal use and has been based in Canary Wharf since 1995. The EU said the agency and its 900 staff had to move to a member country following the UK’s vote to leave.

The EMA argued that Brexit meant its lease had been “frustrated”, meaning it was impossible to fulfill. However, the high court said the EMA is still under obligation to pay for the lease, giving a significant victory to Canary Wharf Group, the owners of the east London development.

It has not been a great day for British retail and the closely related property industry, with Intu Properties the biggest faller on the FTSE 250.

Shares in the owner of the MetroCentre in Gateshead and Manchester’s Trafford Centre fell by more than 8% on Wednesday after it scrapped its dividend following a spate of retail failures.

The company, which is also trying to lower its debt, said it would look to sell some assets in the UK and Spain, though it was holding off on British disposals while Brexit-related uncertainty was seriously impacting investor sentiment.

John Moore, senior investment manager at Brewin Dolphin, said: “Intu has taken a large hit from writing down the value of its portfolio by £1.4bn and has seen underlying earnings fall from £201m to £193.1m. On top of that, debt has increased to £4.9bn and is now worth 53.1% of its assets.

The company has been the subject of takeover activity and speculation over the last year, but as this has subsided attention is now on the future. As things stand, the business is caught in a catch-22 of needing to cut its debt but also having to invest in its centres, which makes it difficult to see where Intu goes next.”

Halfway through the British trading day and European stock market investors are having a more pleasant day than yesterday.

Germany’s Dax index is leading the way, with a 0.3% gain. The FTSE 100 and the FTSE 250 have both gained around 0.2%.

The CBI’s manufacturing data presents some mixed messages, say City economists.

Howard Archer, chief economic adviser to the EY Item Club, said: “An overall better-than-expected CBI industrial trends survey that points to the manufacturing sector being relatively resilient in February despite a lacklustre domestic economy, a weaker global economic environment and heightened Brexit uncertainties.”

“The pick-up in overall orders in February appears to have been due to better domestic and international demand,” he said, but “despite the pick-up in orders, manufacturers’ near-term output expectations softened appreciably in February.”

Samuel Tombs, chief UK economist at Pantheon Macroeconomics, said the order books number “likely is misleadingly strong”.

The pick-up in the total orders balance in February to its 2018 average level suggests that the recent downturn in manufacturing output is just a blip, but we doubt it is giving an accurate steer at present.

Three MPs have resigned the Conservative whip today, joining the independent group of ex-Labour MPs who broke away from their former party on Monday, in a move which could affect Brexit negotiations.

Anna Soubry, Sarah Wollaston and Heidi Allen – all of whom backed a second referendum on the UK’s membership of the EU – said the Tories had moved to the right, particularly on Brexit.

The defections may add to pressure on the government to soften its stance on Brexit, although the overall calculation for Prime Minister Theresa May has not changed fundamentally, given the MPs’ record on the issue.

Follow it on the politics live blog:

British manufacturing activity weakens but order books improve

Output growth from UK manufacturers slowed in the three months to February, according to the latest survey of the sector by the Confederation of British Industry.

However, order books for domestic and export markets improved slightly from a weaker January, to remain above the average since 1995. The balance of firms saying total orders had increased rather than decreased rose to 6%, up from a negative 1% reading in January.

There was also evidence of increased stockbuilding, with the balance rising to 10%, the highest since May 2018.

Anna Leach, the CBI’s head of economic intelligence, said: “UK manufacturing activity has moderated at the same time as headwinds from Brexit uncertainty and a weaker global trading environment have grown.

The time for Brexit compromise to support the UK manufacturing industry is now. The clock is ticking quickly towards crisis point.

The FTSE 100 is roughly flat at mid-morning trading, with stronger performances from easyJet and Lloyds Banking Group sustaining London’s blue-chip index.

Lloyds shares rose by almost 3% after it revealed a £4bn dividend and share buyback plan, although its £4.4bn profits came in slightly below expectations.

Updated

The big business news earlier this week was Honda’s decision to close its Swindon factory in 2021. Honda insisted that its reasons had nothing to do with Brexit, triggering an intense debate.

The Japanese carmaker yesterday said 7,000 jobs will likely go – 3,500 in Swindon and the same again at suppliers and subsidiaries.

It is “fanciful” to say Brexit was not an issue, according to David Warren, a former British ambassador to Japan.

The Guardian’s Rob Davies gives much the same verdict as with Nissan’s u-turn on building its new X-Trail SUV in Sunderland: the ebbing away of confidence in Britain as a place to invest should be of grave concern, not just in the automotive sector but far beyond.

The UK’s leading consumer group says it will call for the CMA to block Sainsbury’s-Asda deal if the extensive issues the competition regulator identified are not addressed.

Which? has previously argued that it is not clear whether the £500m benefits highlighted by the supermarkets will be enjoyed by consumers or shareholders.

Alex Neill, managing director of Which? Home Services, said: “The provisional findings of the CMA’s investigation into the merger between these supermarkets echo our own concerns about its potential impact for shoppers, and so we will be watching closely to ensure that these are addressed.

If the merger is set to cause the range of problems that these findings indicate, including shoppers facing increased prices, reduced quality and a poorer shopping experience, then the CMA must intervene to prevent it from going ahead.

Clive Black, veteran retail analyst at Shore Capital, has just talked to us on the Sainsbury’s-Asda merger.

He says he has been critical of the CMA in the past, but reckons the watchdog “deserves some credit’ for its provisional verdict on the planned Sainsbury’s-Asda merger – noting that the proposed remedies “more or less eviscerate it”.

Black lambasted Sainsbury’s “bombastic arrogance” in its recent statements – in particular its promise of a 10% price cut on everyday items, which he said lacked any detail.

A duopoly doesn’t tend to work in consumers’ interests.

He added: “Sainsbury’s and Asda may go back and look at the legal challenge to the CMA, but they will have racked up massive fees. Sainsbury’s were £17m in the first half of the financial year, and that’s going to mushroom.”

Updated

In case you had forgotten on a morning dominated by a resolutely non-Brexit story, the clock is very much still ticking. There are 37 days to go until the UK is scheduled to leave the EU. There is still no deal in place.

In the latest in our series on the Brexit frontline, Julia Kollewe looks at how pharmaceutical companies across the UK are preparing for a possible no-deal Brexit.

The effects could ripple throughout the country, as the example of GlaxoSmithKline below shows. Read more for more detail on the “biggest logistical challenge ever faced by the industry”:

A map showing GSK's operations in the UK

Glencore to limit coal production levels amid environmental pressure

Glencore, the FTSE 100 mining and commodities trading company, has surprised investors with a pledge to limit coal production “broadly to current levels”.

The Intergovernmental Panel on Climate Change has said that coal has no role to play in a low-carbon future, but Glencore has recently made acquisitions in the coal industry and previously made forecasts of increased production of the thermal coal used for power generation – a major source of carbon dioxide emissions.

Glencore will “prioritise capital investment to grow production of commodities essential to the energy and mobility transition”, it said.

Keeping production at current levels of 94.4m tonnes in 2018 would still mean Glencore remains one of the world’s biggest coal companies. Nevertheless, the move was cautiously welcomed by campaigners, including the Church of England, which controls a large pension fund.

Carlota Garcia-Manas, senior investment stewardship analyst at the Church of England’s Commissioners, said: “This is a significant development in the alignment of diversified mining with the Paris climate goals. The simple truth is that in the absence of commercially viable carbon capture and storage, coal has no long-term future in the energy mix.”

Jeanne Martin, senior campaigns officer at ShareAction, says: “Today’s announcement is a good step forward for Glencore – the black sheep of the energy world – which for far too long refused to come out in support of the Paris Agreement.

However, it’s actions, not words, that matter. Glencore’s South East Asian coal frenzy will be a true test of the company’s commitment to the Paris goals. ShareAction will watch closely to make sure Glencore stays faithful to today’s commitments.

Sainsbury’s angry reaction on Monday to the findings has not been welcomed.

It comes after a rancorous competition investigation in which the supermarkets launched a pre-Christmas legal challenge against the CMA in an effort to gain extra time.

Referring to Sainsbury’s, Clive Black and Darren Shirley, analysts at Shore Capital, said:

We believe it is bordering on laughable for the Group to state; ‘We are surprised that the CMA would choose to reject the opportunity to put money directly into customers’ pockets’, when we always felt that [the promise of] 10% price cuts on unspecified products on an unspecified timeframe was playing to the galleries.

Sainsbury looks like it has misunderstood the consumer and the CMA.

They added: “The deal looks to have suffered a mortal blow.”

Would the deal as proposed have benefited British shoppers?

The Competition and Markets Authority was right to put significant demands on any merger, according to John Colley, professor of practice at Warwick Business School.

Choice will be reduced as there will be only one major competitor and the market is already highly competitive as Aldi and Lidl offer low prices, which the big four either have to meet, or offer better value in terms of range, quality, and service.

Major savings through the merger in terms of reduced overheads, buying prices, and store closures will not be passed onto consumers unless there is a major change in the competitive landscape. This seems unlikely as it is not clear than Amazon are going to enter the grocery market with any substance.

Everyone, rich or poor, has to buy groceries, so the CMA’s final decision will affect everyone. However, it seems the only major beneficiaries of this merger would be the Asda-Sainsbury’s shareholders.

Perhaps the biggest problem for Sainsbury’s and Asda is the sheer size of their networks.

The deal would combine two of the top three supermarkets, reducing competition among the top power players.

A chart showing that market share for Tesco, Sainsbury's, Asda and Morrisons has fallen over the past decade as Aldi, Lidl and Waitrose have made gains

However, there is another dynamic at play: the fall in market share endured by the big British brands as German discounters Lidl and Aldi gained ground.

Some analysts had thought that the growth of the discounters could help persuade competition regulators that there is still enough choice for consumers.

It is safe to say that Mike Coupe is not happy with the CMA.

“They have fundamentally moved the goalposts, changed the shape of the ball and chosen a different playing field,” he told BBC radio.

A UK plc with Brexit looming, and a completely unpredictable set of competition rules, who would invest in this country? This is just outrageous.

Read the full story here:

So will it still happen? Analysts do not sound hopeful.

Richard Lim, chief executive of Retail Economics, a consultancy, said the findings “deliver a hammer blow to the potential tie-up”.

Competition in the industry is fiercer than ever before and at the heart of this proposed deal is the need to drive further efficiencies through scale.

However, the strength of the CMA’s objections could put paid to the strategy.

The scope of any potential recommendations in the final stage may be too much to swallow for the deal to survive.

Analysts at Jefferies, the US investment bank, think Asda’s US owner, Walmart, could be forced to look elsewhere. Walmart is thought to be keen to offload the Leeds-based UK supermarket.

The deal is “unlikely to be cleared given concerns around impact on competition at both national and local level”, Jefferies analysts said.

“We assume a private equity bid for ASDA to emerge swiftly,” they said.

Back on those potential remedies. The supermarkets quickly came out and said they will continue to push for the deal to go through, so what can they actually do now?

Before the CMA’s findings most analysts’ thinking was concentrated on the number of divestitures: selling off stores in areas where competition would be affected.

The problem with this path is that supermarkets are more than their shop fronts, relying on extensive logistics networks as well. Any new owner would have to be big and experienced enough to be able to take on the stores, while also not reducing competition at the same time.

“Divestiture carries a significant risk of being an ineffective remedy”, the CMA said.

It is not clear at this stage that a suitable package of assets could be found to provide an effective and comprehensive remedy.

The CMA’s findings will heap pressure on executives at both supermarkets, who had tried to sell the deal as one which would give customers a 10% price cut.

Sainsbury’s boss Mike Coupe became the face of the deal last year when he was caught singing on camera before an interview with ITV. His choice of Broadway number, “We’re in the Money”, proved unfortunate.

Coupe argued in April last year that the deal would actually boost competition, with benefits for customers, staff and suppliers – as well as shareholders.

The CMA knows this will be a contentious decision, and has got out of the traps early in trying to persuade the public on Twitter.

The problems with the deal should perhaps have been more obvious, says an ex-competition watchdog.

Coupe has already dismissed the inevitable speculation that his job may be under threat.

A reminder that the market value of Sainsbury’s last night was £6.34bn. Shares are now down by 15%.

A fall of that magnitude, if sustained today, would translate to well over £900m wiped off its value – although the real losers will be those who bought in after the deal was announced.

On current performance Sainsbury’s is due for its worst trading day since October 2008, the height of the financial crisis.

The FTSE 100 has risen by 0.2% as trading opens on the London Stock Exchange – but all eyes are on Sainsbury’s, which has lost 12%.

Fellow supermarket Morrisons has fallen by 4.6%, while Tesco is down by 1.1% in spillover from the deal.

The choice is stark for the merger to go ahead.

There are two potential structural remedies, the CMA said. Neither will be welcomed by the companies:

(a) prohibition of the Merger; or

(b) requiring the divestiture to a suitable party (or parties) of assets and operations sufficient to address effectively each of the SLCs [substantial lessening of competition] identified in the provisional findings.

Traders expect Sainsbury’s shares to fall by between 5% and 10% when markets open at 8am GMT.

Sainsbury’s shares hit lows of 225.5p in March 2018, before the merger announcement, before surging to above 340p in August. While they have lost ground since then, they still remained well above the level before the deal emerged.

Asda, which is currently owned by US retail giant Walmart, is not publicly traded.

Here’s some more detail on the CMA’s findings, published this morning.

The £10bn merger of the UK’s second and third-largest supermarkets would create a “substantial lessening of competition at both a national and local level”, the CMA said.

The complaints are numerous, highlighting the difficulties that the supermarkets will face if the merger is to go ahead.

The CMA said the deal would harm competition:

  • In every local market for supermarket groceries where either are present.
  • In every local market for online grocery shopping.
  • In 132 local markets for fuel in which both supermarkets operate petrol stations.

Updated

Sainsbury’s boss told the BBC the findings were “outrageous” and he would continue to challenge them.

Chief executive Mike Coupe described the CMA’s analysis as “fundamentally flawed” and said the firm would be making “very strong representations” to it about its “inaccuracy and lack of objectivity”.

“They have fundamentally moved the goalposts, changed the shape of the ball and chosen a different playing field,” he told the BBC.

“This is totally outrageous.”

Sainsbury's and Asda to press ahead in merger talks

Despite the strong words from the CMA, the supermarkets say they will continue to fight.

Here’s the joint statement from Sainsbury’s and Asda in full:

These findings fundamentally misunderstand how people shop in the UK today and the intensity of competition in the grocery market. The CMA has moved the goalposts and its analysis is inconsistent with comparable cases.

Combining Sainsbury’s and Asda would create significant cost savings, which would allow us to lower prices. Despite the savings being independently reviewed by two separate industry specialists, the CMA has chosen to discount them as benefits.

We are surprised that the CMA would choose to reject the opportunity to put money directly into customers’ pockets, particularly at this time of economic uncertainty.

We will be working to understand the rationale behind these findings and will continue to press our case in the coming weeks.

Merger between Sainsbury's and Asda could be blocked

The Competition and Markets Authority has on Wednesday morning dropped a bombshell in the merger talks between Sainsbury’s and Asda which would create the biggest British supermarket.

It is “likely to be difficult for the companies to address the concerns it has identified”, the CMA said.

The regulator found a litany of concerns, including a worse experience in stores and online, a reduction in the choice available to consumers and higher prices at petrol stations.

In a statement the CMA said: “The CMA has provisionally found extensive competition concerns as part of its in-depth investigation of the proposed merger between Sainsbury’s and Asda.”

The regulator, led by former MP Andrew Tyrie, has laid out some limited options for the supermarkets to go forward.

“The CMA has set out potential options for addressing its provisional concerns. These include blocking the deal or requiring the merging companies to sell off a significant number of stores and other assets – potentially including one of the Sainsbury’s or Asda brands – to recreate the competitive rivalry lost through the merger.”

The agenda

  • 8:30am GMT: Germany manufacturing purchasing managers index – February
  • 9am GMT: Eurozone manufacturing PMI – February
  • 9:30am: UK public sector net borrowing – January
  • 1:30pm GMT: US durable goods orders – December
 

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