Tuesday, April 1, 2008

Lehman Gains as $4 Billion Share Sale Calms Investors (Update2)

April 1 (Bloomberg) -- Lehman Brothers Holdings Inc., the fourth-largest U.S. securities firm, rose the most in two weeks in New York trading after raising $4 billion from a stock sale aimed at quelling speculation it's short of capital.

Lehman gained 18 percent after the New York-based firm increased the size of the deal to 4 million convertible preferred shares from 3 million and said it had enough demand for 14 million. The stock climbed $6.70 to $44.34 at 4:15 p.m. in New York Stock Exchange composite trading.

Investors who bought the new shares are betting Lehman will escape the fate of rival Bear Stearns Cos., which agreed to sell itself last month for a fraction of its market value after a run on the company. The shares pay a coupon of 7.25 percent, or 4 times the rate available on 2-year Treasury notes, and are convertible to stock when Lehman shares reach $49.87.

``The ability to raise over $3 billion in capital in a difficult environment represents a vote of confidence from the equity markets,'' Sandler O'Neill & Partners analyst Jeffrey Harte said.

Chief Executive Officer Richard Fuld is trying to reassure investors after Lehman shares plunged as much as 48 percent on March 17 on speculation the firm would face a cash shortage similar to the one that broke Bear Stearns. Merrill Lynch & Co., Citigroup Inc. and Morgan Stanley have also raised cash from investors after about $232 billion of writedowns and losses tied to the collapse of mortgage markets at the world's biggest financial companies.

Converting Shares

Investors paid $1,000 for each Lehman preferred stock, which can convert to 20.0509 common shares once the stock reaches $49.87, or 32 percent higher than yesterday's closing price.

``There's a $4 billion bet that the shares are going to rise to that level,'' said Andrew Corn, CEO of Clear Asset Management in New York, which manages $100 million. ``They had to do it to not only quell criticism but also it seems they needed to raise capital. The market loves the fact that this has been done.''

Lehman can buy back the preferred shares after five years. Regular shares pay a quarterly dividend of 17 cents, or the equivalent of an annual yield of about 1.5 percent. The conversion will dilute outstanding shares by 7 percent, according Wachovia Corp. analyst Douglas Sipkin.

The $14 billion demand coming from investors last night got the ``message out loud and clear'' about trust in the firm, Chief Financial Officer Erin Callan said in an interview with CNBC television.

`Statement of Confidence'

``The stock going up today reflects that the dilution concern is minor relative to the statement of confidence in the franchise and the organization,'' Callan said.

The investment bank is sharing information on short-sellers of its stock with the Securities and Exchange Commission, Callan said. The SEC is investigating whether some investors have been spreading false rumors about Lehman while benefiting from a drop in the share price. Short-sellers borrow stock to sell, with the expectation that they can buy them cheaper as the price falls.

Credit-default swaps tied to Lehman's bonds fell 50 basis points to 235 basis points, according to broker Phoenix Partners Group in New York. A decline in the contracts, used to speculate on a company's ability to repay its debt or to hedge against losses, signals an improvement in investor perceptions.

Merrill's Deal

Merrill Lynch raised $6.6 billion in January by selling preferred shares to a group including the Kuwaiti Investment Authority and Japan's Mizuho Financial Group Inc. Merrill's convertible securities will pay a 9 percent annual dividend until they automatically turn into Merrill shares in 2 1/2 years. The conversion premium is 17 percent on Merrill's convertibles.

Countrywide Financial Corp., the biggest U.S. mortgage lender, sold preferred stock to Bank of America Corp. in August to bolster its finances. That wasn't enough to save the company, which agreed to sell itself to Bank of America in January.

UBS AG, Europe's biggest bank, said today it's seeking a cash infusion of 15 billion francs ($15 billion) to rebuild capital after a 12 billion franc quarterly loss linked to subprime mortgages. Deutsche Bank AG, the largest bank in Germany, will write down 2.5 billion euros ($3.9 billion) in loans and asset-backed securities as a result of subprime investments gone bad, the Frankfurt-based company said.

Bear Stearns

Bear Stearns, formerly the fifth-largest U.S. securities firm, agreed last month to sell itself to JPMorgan Chase & Co. with financial support from the Federal Reserve. Bear Stearns resisted calls to raise capital before its demise, arguing its balance sheet was strong enough.

While many investors were expecting writedowns to be concluded last year, first-quarter results are proving to be a disappointment, Oppenheimer & Co. analyst Meredith Whitney wrote in a report. Banks will have to raise more capital to cope with further value reductions of their portfolios, she said.

``Another rude awakening will likely be the need to refocus on capital ratios of the financials as net losses wipe out a material portion of new equity raised in the past three months,'' Whitney wrote in a report today.

Lehman said on March 18 that it had $30 billion of cash and $64 billion in assets that could easily be turned into cash. The securities firm has access to an additional $200 billion from a Fed credit facility, according to Prashant Bhatia, an analyst at New York-based Citigroup.

Leverage Ratio

The deal helps Lehman reduce its leverage, or the ratio of assets to equity, at a time when the firm may have trouble selling assets such as mortgage bonds because demand has dried up. Lehman's leverage ratio was 31.7 at the end of last quarter, up from 30.7 in the previous quarter.

Bhatia said in a note to investors today that Lehman's gross leverage could decline by three to four times, and the net leverage ratio will drop to as low as 13.5, the lowest among the company's main competitors. Net leverage is the ratio of net assets to tangible equity.

Bhatia upgraded his recommendation for Lehman to ``buy'' from ``neutral'' last week.

The firm's net income declined 57 percent in the first quarter, less than analysts estimated, because of a $1.8 billion writedown on mortgage assets. Merger advisory fees jumped 34 percent, investment-management revenue surged 39 percent and equities rose 6 percent.

Fuld, 61, has cut 5,300 jobs, or 19 percent of the workforce, and closed mortgage units during the past seven months. He also has expanded in Europe and Asia to gain market share in stock trading and help Lehman grow faster than its peers once markets recover.

Stock Trading

The firm now ranks as the largest trader on the London Stock Exchange and Euronext. Lehman has risen to fourth from sixth on the New York Stock Exchange and Nasdaq. Its share of U.S. bond trading has increased by 1 percentage point to 12 percent.

Lehman executives say they've learned their lessons from a 1998 credit crunch, when the firm faced daily rumors it was on the verge of insolvency. At the time, Fuld remained quiet, knowing the speculation wasn't based on facts. When the rumors didn't ease after two months, he ended up visiting Lehman's creditors to reassure them personally.

This time company officials have been pro-active. During the first-quarter earnings call, CFO Callan gave in-depth details of the bank's liquidity positions and assets. Lehman has also cut its reliance on short-term funding since 1998, according to Callan.

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