Monday, February 11, 2008

Societe Generale Plans Offer to Raise EU5.5 Billion

(Bloomberg) -- Societe Generale SA plans to raise 5.5 billion euros ($8 billion) by selling stock at a lower price than analysts estimated to replenish capital after the worst trading loss in banking history.

France's second-biggest bank will sell shares in a rights offer at 47.50 euros each, or 39 percent less than the Feb. 8 closing price, according to a statement today. Analysts had expected a discount of as much as 30 percent. Existing shareholders can buy one share for every four held.

Societe Generale fell as much as 6.3 percent in Paris trading to 72.83 euros. The offer comes less than three weeks after the bank said bets by Jerome Kerviel had led to a 4.9 billion-euro trading loss. Societe Generale said today that net income last year fell to 947 million euros from 5.2 billion euros in 2006.

``This rights issue is a matter of life or death,'' said Pierre Flabbee, an analyst at Kepler Equities in Paris, who has a ``reduce'' rating on the stock. The discount ``doesn't show great confidence in selling the shares,'' he said.

Societe Generale fell 2.60 euros, or 3.4 percent, to 75.12 euros in Paris trading as of 12:50 a.m. The shares have declined 24 percent this year, giving the company a market value of 35 billion euros.

The Paris-based bank said the rights offer will increase its Tier 1 capital ratio, a measure of its ability to cover unexpected losses, from 6.6 percent at the end of December to 8 percent. It will also use the cash for ``sustained and balanced growth,'' maintaining lending in France and expanding in Russia, Eastern and Central Europe, the Mediterranean, India and Brazil.

Earnings Fall

The bank announced the trading loss and 2.05 billion euros of writedowns linked to risky U.S. mortgages on Jan. 24, the same day it estimated that 2007 profit would be between 600 million and 800 million euros. It raised that forecast today after lifting its debt valuation.

Operating income, including the losses that Societe Generale blames on Kerviel, fell to 1.8 billion euros from 8 billion euros in 2006. Today's figures aren't audited. Full results will be announced Feb. 21.

``The net profit figure is anecdotal compared with what's at stake,'' said Benoit de Broissia, a fund manager at Richelieu Finance in Paris, which owns Societe Generale shares.

Societe Generale said the corporate and investment banking units lost 2.22 billion euros in 2007, down from a 2.34 billion euro profit the previous year. It reported gains from private banking and its French and overseas retail-banking networks.

Bouton Stays

Although Societe Generale Chairman Daniel Bouton offered to resign after the trading loss was announced, the board has twice voted to retain him. The 57-year-old, who has been chairman or chief executive officer since 1993, will only step down once the share sale and trading scandal are resolved, said Axel Pierron, Paris-based senior analyst at Celent, a financial research firm.

``They will wait until there is some return to normalcy,'' he said. ``Finding someone with Bouton's experience isn't easy.''

Societe Generale has become a takeover candidate. BNP Paribas SA, France's largest bank, has said it's considering an offer, while the country's No. 3 lender, Credit Agricole SA, appointed advisers to study a bid, people involved in the talks said. While the government has said it wants Societe Generale to remain French, it has no legal means to block a takeover.

`Staying Independent'

The increase in borrowing costs in the past six months might deter bidders from financing an offer, Pierron said.

``If this had happened a year ago it might have been different, but the lack of liquidity in the market may help Societe Generale stay independent,'' Pierron said. ``With the rights issue, it certainly has the means to stay independent.''

Societe Generale said it's aiming for an improvement in gross operating profit of at least 1 billion euros by 2010 and repeated that it will pay a dividend of 45 percent of net income from 2008 to 2010. The ``key strengths and profit-making capacities remain intact,'' it said.

The rights will trade separately on Euronext during the subscription period from Feb. 21 to Feb. 29. The new shares will carry dividend rights from the start of 2008. Each right is worth 5.9 euros, the bank estimated.

``We're going to participate,'' said Neuflize Banque fund manager Emmanuel Soupre, who owns Societe Generale shares. ``Societe Generale's client portfolio remains of high quality.''

The offering, which is guaranteed by investment banks, is lead managed by JPMorgan Chase & Co., Morgan Stanley and Societe Generale's own investment bank. Credit Suisse Group and Merrill Lynch & Co. are co-book runners.
 

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