Coup averted as O'Reilly waves white flag

ANALYSIS : IN THE end, no blood was spilled

ANALYSIS: IN THE end, no blood was spilled. With speculation mounting that dissident shareholder Denis O'Brien was planning to topple him, Independent News & Media's chief executive Gavin O'Reilly raised the white flag and trudged off the battlefield.

O’Reilly was a marked man from the moment Leslie Buckley, O’Brien’s closest business associate, was dumped from the INM board last year.

O’Reilly always sought to distance himself from that decision, citing independent reports from the likes of advisory group ISS that questioned Buckley’s independence and advised shareholders to vote against the Corkman’s re-election.

However, as far as the O’Brien camp were concerned, O’Reilly’s fingerprints were all over the move.

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The fact that INM’s operational performance has worsened over the past year also played a role in O’Reilly’s demise.

He spoke of better days ahead at the AGM last June. Instead, profit warnings followed and the company last month revealed its operating profit fell by 8.6 per cent last year to €75.5 million.

Its digital media strategy also looks confused, although the same could be said of its rivals.

In addition, the share price has continued to tank. Having traded at about €17 a share in 2007 when the economy was booming it now languishes at 24.3 cent.

Admittedly, it has undergone a major restructuring since but it has dropped by about 57 per cent since last year’s AGM.

No dividend has been paid since the crash. It was once considered the safest divvy in town.

Nothing O’Reilly said or did was able to arrest the slide.

It is interesting to note that since its AGM last June, chairman Brian Hillery and the chief executive have now both left.

Hillery was replaced about five months ago by lawyer James Osborne, who has sought to maintain an independent stance between the two camps.

It is understood that Osborne’s appointment was opposed by O’Brien’s representatives on the INM board – Paul Connolly and Lucy Gaffney.

Meanwhile, Vincent Crowley, INM’s new chief executive, is no O’Brien appointee. He’s very much a company man, having joined from KPMG (which once bore his family’s name in its title) in 1990.

The fact that he is an accountant by training might send a shiver through the editorial corridors of INM’s various titles.

Crowley has a reputation for cost-cutting, something that might at least play well with O’Brien, who has been unhappy with the company’s performance and efficiency levels.

The cuts put through by O’Reilly over the past three years have clearly not been enough.

In an interview published last week in The Irish Times, Buckley said: “There needs to be an amount of costs taken out of the business”.

He was also critical of INM’s digital strategy, saying it wasn’t “really doing enough” on this.

O’Reilly’s exit means that for the first time since 1973 no member of Anthony O’Reilly’s family will be controlling INM’s affairs.

The company’s troubles are not entirely of O’Reilly’s making of course. His father was described by one INM watcher yesterday as a “leverage junkie” who piled it high with debt during the boom.

The global financial crash in 2008 brought matters to a painful head. After a damaging and very public spat between O’Brien and the O’Reillys, a major financial restructuring took place in 2009.

Assets in Britain, South Africa and Indonesia were offloaded.

Shareholders were diluted, O’Reilly snr lost his executive role, and O’Brien got three seats on a slimmed-down 10-member board.

O’Brien has publicly admitted to having dropped more than €500 million on INM.

In spite of this, he renewed his share-buying after the restructuring, overtaking the O’Reillys’ 14 per cent holding to become INM’s biggest shareholder. O’Brien currently owns 22 per cent of the business.

Dermot Desmond has also popped up on the share register in the past year or so. He now owns close to 6 per cent and rowed in with support for Buckley last year, while being critical of management’s strategy.

For Gavin, any hopes of turning things around in a meaningful way and keeping O’Brien at bay were dashed by Ireland’s seemingly never-ending recession.

Consumer demand remains depressed, with the effect that circulations and advertising income continue to fall.

O’Reilly has always insisted that all of INM’s titles are profitable and it has market leaders in the Irish Independent, the Sunday World and the Sunday Independent.

The problem is they are not generating growth and the company remains highly leveraged.

INM’s net debt stood at €426.7 million at the end of 2011, even after clearing more than €400 million in debt over the previous three years.

The company is currently trying to refinance these loans with its eight banks. The lenders recently agreed to relax the covenants but at a price.

While they don’t appear to have played any direct role in O’Reilly’s decision to resign, the banks are unlikely to have remained entirely silent on INM’s difficulties.

What all of this means in relation to O’Brien’s plans for his INM stake remains to be seen.

Many close to INM believe he has no intention of moving to acquire the company.

Some question whether he has the resources to do this, given how much he has already lost on the company and his many other financial commitments.

There are also substantial issues around his media ownership here, given his interests in six radio licences.

In Belfast last night Taoiseach Enda Kenny said the Government would “have a reflection on this in terms of cross-ownership of media”.

Minister for Communications Pat Rabbitte has the power to block any potential takeover by O’Brien of INM. No such move is likely in the short term.

He may have gotten rid of O’Reilly but O’Brien has failed to gain control of the company, which many commentators presumed was his plan.

Then again, perhaps that is the way he wants it. For now, at least.

Ciarán Hancock

Ciarán Hancock

Ciarán Hancock is Business Editor of The Irish Times