More on Awal Bank Chapter 11 Filing

Updated for comments on Chapter 11.

Here are some additional details on Awal's filing.

1. The case number assigned by the Bankruptcy Court of the Southern District of Manhattan is 10-15518-alg.  Awal's previous Chapter 15 filing has case number 09-15923alg.
2. As indicated by the "alg" at the end of the case number, Justice Allan L. Gropper has been assigned this case.
3. The Bank is being represented by Brown Rudnick LLP who filed the Voluntary Petition for Bankruptcy under Chapter 11.
4. The filing was authorized by Awal's Administrator, Charles Russell, LLP.  Presumably before proceeding CR obtained the no objection of the Central Bank of Bahrain who appointed them.  I think this is a pretty strong indication that the CBB has decided to proceed with the liquidation of the Bank.  Note:  A Chapter 11 proceeding is of course a reorganization not a liquidation.  The latter is Chapter 7.  Chapter 11 allows the debtor to propose a plan for dealing with its existing obligations - either payment in full, in part, conversion to equity, etc.  Post implementation the debtor continues as a going entity (e.g., Continental Airlines).  So what I mean here is that the CBB has decided to proceed knowing it will cause the lenders some pain.  That in turn means the situation is beyond repair.  And that the Bahraini authorities have decided to "bite the bullet" and take the reputational damage that will come from such action. 

As part of its filing, Awal Bank made the following statements:

1. After the payment of various expenses including that of administration, there will be no funds available for distribution to unsecured creditors.
2. Estimated creditors are between 50 and 99. 
3. US assets are above US$50 million up to and including US$100 million.
4. Estimated debts (worldwide) are over US $1 billion.  (This is the largest amount provided on the Bankruptcy Filing Form).

As required on the Filing Form, the debtor lists its top twenty unsecured creditors.  No amounts are provided though.

Here they are in the order of appearance on the Form:

1. Abu Dhabi Commercial Bank, Abu Dhabi
2. Abu Dhabi Islamic Bank, Abu Dhabi
3. AlGosaibi Money Exchange, Saudi Arabia
4. Bank of Montreal, Canada
5. Bayerische Hypo-und Vereinsbank, United Kingdom (London Branch)
6. Bayerische Landesbank/Bayern LB Germany
7. Boubyan Bank, Kuwait
8. Calyon Corporate and Investment Bank, United Kingdom
9. Commercial Bank of Kuwait, Kuwait
10. Commercial Bank of Qatar, Qatar
11. Commerzbank Global Equities AG (formerly Dresdner Bank) Germany
12. Commonwealth Bank of Australia, United Kingdom (London Branch)
13. Fortis Bank, Belgium
14. Gulf International Bank, Bahrain
15. HSBC, Australia
16. HSBC, United States (NY Branch)
17. HSH Nordbank AG, German
18. JP Morgan, United Kingdom (London Branch)
19. Kuwait Finance House (Liquidity Management House), Kuwait
20. The International Banking Corporation, Bahrain

If you're wondering about TIBC (which also filed under Chapter 15 in 2009) taking a similar action, a  court hearing is scheduled under their case next week Tuesday (26 October).  Stay tuned.

Commercial Bank of Kuwait Terminates S&P Ratings

On 23 September, S&P announced it was withdrawing from rating CBK at the bank's request.  In line with standard operating procedure for rating agencies, S&P gave a final rating.

S&P affirmed its 'BBB/A-2' long- and short-term counterparty credit ratings on Commercial Bank of Kuwait

(CBK) with a stable outlook. 

The rating agency said it had bumped up CBK's rating by one notch to reflect that it was a systemically important bank and that the likelihood of government support was high. 

Then it went on to say that it estimated CBK's distressed loans at 20% of the total loan portfolio.  And that provisioning needs are likely to weigh heavily on the bank in the next two years.  

It's clear from that language that CBK is not providing current data.  Either the deterioration in the loan portfolio is sudden or S&P just got an inkling.  In any case, not a sign of the sort of candor one would expect between issuer and rating agency.

I suspect the ongoing problems in the loan portfolio and S&P's likely future focus on them were the reason for the bank's "excusing" the agency from further rating duties.

Some thoughts:

1. CBK is not alone in its aggressive business posture.  This suggests that other banks may be experiencing increases in their distressed loans.  CBK as the proverbial canary in the coal mine.  The banking system had just under 10% at FYE 2009 - already a distressed scenario.  
   
2. This a rather short-sighted though common reaction.  Shoot the messenger for delivering bad news.  Pretend that everything is OK. The problem is that CBK's loan portfolio will not recover miraculously.  Future earnings statements will reflect the provisions.  And the fiscal year end report will reflect the percentage of distressed loans.  Frankly, this just looks bush league.  
3. In addition,  Fitch and Capital Intelligence rate CBK as well - and both have downgraded the bank earlier.   If distress continues, they are likely to do so again. And this leaves CBK then in the distinguished company of Dubai Inc.  Perhaps, not exactly the sort they should be palling around with at present.

HSBC: “No Provision Relief for Kuwaiti Banks Until 2012”

AlQabas published a summary of a recent HSBC research report in its Sunday issue.

Here's a quick summary of the main points:

1. HSBC notes the dramatic growth in distressed loans at Kuwaiti banks – from 5.3% in 2008 to 9.7% in 2009. 
2. And predicts that the banks will continue to make substantial provisions this year and next only reaching a normal level of provisions in 2012. 
3. That being said, there should be a recovery in ROE for 2010.
4. Banks in Abu Dhabi and Kuwait were the worst affected among GCC banks. However, Kuwait has average provisions equal to 10% of total loans while Abu Dhabi only 4%. 
5. A concentration on loans to real estate, construction, and investment companies is responsible for the decline in the value of Kuwaiti bank assets. 
6. Real estate exposure:  Given the absence of Kuwaiti government spending on infrastructure or development projects during the boom years (2005-2008) credit was to the private sector largely to individuals and unlisted companies. The focus was on commercial, residential and investment real estate. Listed real estate companies only account for 13% of the total of such loans. 
7. Investment firm exposure:  Loans to investment companies were KD2.8 billion with KD1.2 billion to conventional firms and KD1.5 billion to "Islamic" firms.  The loans granted were largely used to fund investments in real estate and regional stock markets (thus increasing the lenders' total exposure to these sectors). 85% of investment companies' assets are in the GCC as per the IMF. Since the crisis hit, banks have seen their loan security drop by at least 50% as per HSBC's estimates, though it does note that in the absence of transparency the true impact is not known. 
8. Consumer loans:  These extensions of credit are believed to be of better quality because  they are secured by rentals and salaries. HSBC notes that most Kuwaitis are employed by the Government, the implicit presumption being that their incomes are secure.
   

There were two interesting tables accompanying the article, which I've reproduced below.

First, Kuwaiti bank exposure to real estate as a percentage of shareholders' equity.

Amounts in KD millions.

Bank	Real Estate & Construction ("REE")	Shareholders Equity	REE % of Equity
NBK	1,450	1,871	78%
CBK	733	440	167%
Burgan	976	422	232%
KFH	1,591	1,537	194%
Gulf	1,495	391	382%

Second, Kuwaiti bank exposure to investment companies.

Amounts in KD millions.

Bank	Exposure	% of Total	Shareholders' Equity	Exposure as % of Equity
Gulf	486	18%	391	80%
Burgan	190	7%	422	45%
CBK	269	10%	440	61%
NBK	216	5%	1,871	12%
KFH	944	34%	1,537	61%
Others	658	26%	----	----
Total	2,763	100%	----	----

 

From the above one can draw some conclusions on relative business models and underwriting standards.  

Of course without knowing the details of the loans and in particular the security obtained, these can be only preliminary. 


As usual, the pattern seems to be repeating itself.  One bank is distinguished by its prudence.  And some of the same names seem to be pushing the envelope. 

The Investment Dar and Commercial Bank of Kuwait - Settlement of Boubyan Bank Shares

Quoting informed banking sources, AlQabas reports that Commercial Bank of Kuwait has proposed to TID that the BB shares be sold and that any amount remaining after the settlement of TID's obligations to  CBK will then be remitted to TID.

In effect then, CBK is proposing to treat the transaction as a secured loan rather than a failed repurchase agreement.  Under the latter, CBK would be entitled to absolute ownership of the shares with no payment at all to TID.

Clearly, CBK doesn't want to enter into the rescheduling as one of the creditors and share the BB shares (very good collateral) with the entire set of creditors in return for "security" in the pool of what Adnan Al Musallam has more than once described as "strong" assets (which are probably less "strong" and certainly less liquid than Boubyan's shares). 

There is a reason why some creditors lend on a secured basis as opposed to an unsecured one.   They get to pick the collateral that gives them the credit comfort they need to extend the loan.  And know that if the borrower doesn't pay, they have a second way out that doesn't involve a rescheduling.

The proposal seems an eminently reasonable solution.  

As the parties have haggled over this problem, they lost a chance to conclude a quick sale with a willing buyer with deep pockets (National Bank of Kuwait).   Perhaps, the Central Bank can be persuaded to allow NBK to buy another 19.196%.  The share price is an attractive KD0.560.

Commercial Bank of Kuwait - New Board Leadership & Commentary on 1Q10 Results

Two articles in AlQabas for 12 May.

1. On the Board:  Badr AlAhmad as Chairman and Ali Al Awadhi as Vice Chairman.
2. On 1Q10 earnings and strategy.

Frankly, both of these stories are hard to believe.

In the first we're told about the election of Badr and Ali with a side note that Mr. Ali AlMoussa (You'll remember him as the hero in the corporate governance charade at  CBK's April OGM) wasn't able to join the Board because the "authorities" (the MOIC and the KSE) are cracking down on standby directors requiring that they hold qualifying shares.  And Brother Ali hadn't bought his.  You'll recall he'd been mooted to take Dherar Al Rabah's place as Chairman.  Wonder if Ali owns any KIB shares?  Dr. Mahdi AlJazzaf, another director, also had to resign. given "other commitments" which necessitated his resignation.  It's unclear if these pre-dated his election.  Or recently developed.  Some how I'm guessing the latter.    It seems that directors' flu is not only quite virulent but also highly contagious.

Anyways to make an unbelievable story short, with AlJazzaf's resignation, another reserve director's no doubt reluctant excuse not to serve (Abdul Rahman Al Ali), and Ali Al Moussa's slip of the mind about buying qualifying shares, it seems the Board has decided to have an OGM for shareholders to elect a new Board.  Shareholders will be asked to submit candidates whose names will be submitted to the Central Bank for approval.  Then the OGM will vote.  

I hope your credulity isn't strained yet, because we haven't yet come to the "tafsir" on the 1Q10 financials.  And there is still some very heavy lifting to be done in the "Believe It or Not" Department.

First some comparative data.  1Q10 Operating Profit was KD22 million versus KD25 a year ago.  In 1Q10, CBK decided to take all Operating Profit to its reserves for loans and investments.  This led to a KD1.4 million loss versus a net profit of KD3.3 million in 1Q09.  CBK's CAR is now 19% versus 18.22% at 31 December 2009.  Expenses are down due to a rigorous expense control program - some 10% from 1Q09.

Explaining the decision, the article (which I suspect is based on a press release) states that this heavy provisioning was done to strengthen the bank's financial condition.  Here one is reminded of Jamie Dimon at JP Morgan Chase and his famous fixation on the "Fortress Balance Sheet".  

All well and good, but it seems to me that it is highly unlikely that a bank would deliberately incur a loss to strengthen its balance sheet since by incurring a loss it was depleting capital.   And preserving capital is a great way to have a strong balance sheet.  Rather I suspect that the Central Bank leaned on CBK to provision a certain amount to deal with known problems.  

Other tidbits from the report are that CBK has hired an international consulting firm to help it with its strategy.  A presentation to the Board elected this month is expected shortly.  Since CBK is likely to have a new board as outlined above, I'm not sure if this makes a whole lot of sense.  Note:  I'm not referring to the strategy but to its presentation.  More on the strategy in the next paragraph.

While the strategy isn't yet finalized, it seems that will be built on a focus on Kuwait.

Kuwaiti banks face a real strategic conundrum.  The Kuwaiti market is relatively small with not much scope for expansion of really productive business - which explains why there is a lot of speculation and  a plethora of bone-headed business ventures.  Some would say that the construction of the Kuwaiti economy actually forces businessmen into this sort of activity because other areas are closed to them.  And no doubt there is a lot of truth to this.  Also there are too many banks fighting over this limited pie. - which leads to all sorts of silly competition.  Another real problem is that what pass for acceptable business practices in Kuwait make the practice of prudent banking difficult.

Perhaps, a kindly paternal figure can help sort out this mess.  Or at least hire better script writers.

Hopefully, some of our readers will comment to expand the story and correct any errors in this post.

Kuwait 1Q10 Earnings - CBK KD1.4 Million Loss and Burgan KD1.8 Million Profit

Press releases below.

I'm guessing loan loss provisions are responsible.

CBK's press release first, then Burgan's.  For those who don't read Arabic, 1Q09 is on the left and 1Q10 on the right.  The first line is net income.    In CBK's the brackets mean they had a loss - KD1,414,000. The second earnings per share. Then total current assets.  Then total assets.  Then current liabilities.  Then total liabilities.  And finally shareholders' equity.  

Then there's a sentence that tells when the Central Bank of Kuwait "approved" the bank's financial report.  In both cases 11 May.  So fairly prompt disclosure by the bank thereafter.

The last bit is disclosure on related party transactions. First revenue and then expenses.

[13:39:17]  بلغت (خسارة) (تجاري) (1.4) مليون د.ك لل3 أشهر المنتهية في31-03-2010‏
يعلن سوق الكويت للأوراق المالية أن مجلس ادارة البنك التجاري الكويتي
ِ(تجاري) قد اعتمد البيانات المالية المرحلية للبنك للفترات المنتهية ‏
في 31-03-2010 وفقا لما يلي:‏
ِ1) الفترات الحالية:‏
البند      ال3 أشهر المنتهية في 31-03-10    ال3 أشهر المنتهية في 31-03-09‏
الربح (الخسارة) (د.ك)            (1.414.000)                 3.139.000‏
ربحية السهم(فلس كويتي)           (1.1)                                2.6‏
اجمالي الموجودات المتداولة     2.888.791.000            3.323.149.000‏
اجمالي الموجودات           3.652.804.000              4.038.104.000‏
اجمالي المطلوبات المتداولة    3.185.980.000             3.543.040.000‏
اجمالي المطلوبات            3.210.609.000                3.586.829.000‏
اجمالي حقوق المساهمين       442.195.000              451.275.000‏
علما بأن بنك الكويت المركزي قد وافق على هذه البيانات المالية بتاريخ ‏
اليوم الاحد الموافق 11-05-2010.‏
بلغ اجمالى الايرادات من التعاملات مع الاطراف ذات الصلة مبلغ 737 الف د.ك
بلغ اجمالي المصروفات من التعاملات مع الاطراف ذات الصلة مبلغ (20)الف د.ك .‏

[14:20:44]  بلغ ربح (برقان) 1.8 مليون د.ك لل3 أشهر المنتهية في31-03-2010‏
يعلن سوق الكويت للأوراق المالية أن مجلس ادارة بنك برقان (برقان)‏
قداعتمد البيانات المالية المرحلية للبنك للفترات المنتهية  في 31-03-2010 ،
وفقا لما يلي:‏
ِ1) الفترات الحالية:‏
البند      ال3 أشهر المنتهية في 31-03-10    ال3 أشهر المنتهية في 31-03-09‏
الربح(د.ك)                 1.874.000                      10.988.000‏
ربحية السهم(فلس كويتي)       1.9                                10.9‏
اجمالي الموجودات المتداولة     2.743.779.000            3.017.318.000‏
اجمالي الموجودات           4.139.624.000              4.303.350.000‏
اجمالي المطلوبات المتداولة    3.522.748.000             3.557.177.000‏
اجمالي المطلوبات            3.692.878.000                3.895.370.000‏
اجمالي حقوق المساهمين       446.746.000              407.980.000‏
علما بأن بنك الكويت المركزي قد وافق على هذه البيانات المالية بتاريخ ‏
اليوم الثلاثاء الموافق 11-05-2010.‏
بلغ اجمالى الايرادات من التعاملات مع الاطراف ذات الصلة مبلغ 2.074.000 د.ك
بلغ اجمالي المصروفات من التعاملات مع الاطراف ذات الصلة مبلغ 850.000 د.ك .‏

 

Commercial Bank of Kuwait - Ali Moussa to the Board Next the Chairmanship?

CBK announced on the KSE today that the Board had accepted the resignation of Mr. AlRabah, the Chairman, and had called up the reserve director, Mr. Ali AlMoussa.  

Suspect he's got a bright future at CBK.

[10:12:59]  ِ.استقالة رئيس مجلس ادارة البنك التجاري الكويتي
يعلن سوق الكويت للأوراق المالية بأن البنك التجاري الكويتي افاده
بأن مجلس الادارة اعتمد استقالة السيد ضرار الرباح رئيس مجلس الادارة
وقرر استدعاء العضو الاحتياطي الاول السيد / علي موسى الموسى.‏

The Investment Dar - Commercial Bank of Kuwait - Boubyan Bank

AlQabas has a report that Jamal AlMutawa, the former GM of CBK, was in the bank to assist with negotiations with TID (being run as per the article by TID's Chief Restructuring Officer) to solve the dispute over the BB shares.  Jamal was "in charge" when CBK and TID agreed the repurchase transaction in 4Q08 which led to CBK asserting final ownership of the shares when TID failed to repurchase them in 2009.  So presumably he's there to share what he knows about the genesis of the original deal and what promises and understandings both parties had at the time.

Reportedly the deal will preserve the rights of CBK to its money - this in effect sounds like the transaction is being treated as a secured loan rather than a sale/repurchase transaction.  Presumably, CBK not only wants it principal plus interest back - but as well to be excused from the restructuring.    The CRO, Mike Grant, is quoted as saying that any excess after CBK is paid its dues will accrue to TID.

The rest of the article deals with the resignation of Mr. AlRabah as Chairman of CBK and speculation that a ordinary general meeting of shareholders may be called if the call to a reserve director is unsuccessful.

Commercial Bank of Kuwait - Another Board Resignation?

AlWatan reports that Mr. Abdul Rahman Al Ali, described as a reserve director for CBK (one to take the place of a sitting director in the event of that director's departure) has resigned to take up the position of CBK's board representative at Industrial Bank of Kuwait.  Supposedly Ali Moussa of Securities Group has resigned his seat on IBK's board and will join CBK's board as (initially) a reserve director.

The article ends by saying that there are many scenarios floating around - including that CBK's board will be reorganized or that one of the reserve directors will be appointed Chairman.

If you've been following the comments  on my posts on CBK, then you've seen some comments by readers with apparent better knowledge and appreciation of what's going on than I have.  If you haven't, then you should!

So tonight's invite is for Advocatus, H Al Essa to weigh in again.

This is getting more complicated than "Lost".  Though the nice thing about working in a family company is that there's a job for everyone.  And the family takes care of its own.

Dherar Khaled Al Rabah Resigns as Chairman of Commercial Bank of Kuwait to Accept Chairmanship at Subsidiary

In its 7 May edition AlWatan reports that Mr. AlRabah was elected as Chairman and Managing Director of Commercial Bank's 100% owned subsidiary, Al Tijari Investment Company.  Earlier today Advocatus, one of this blog's select group of readers and a frequent commenter, had posted a comment that Mr. AlRabah had resigned.

You'll recall that just about one month ago he was elected Chairman and MD at the bank in a stormy shareholders' meeting.  And if you don't, here's the link.  A bit more on that below.

The Kuwait Company Law does not permit an individual to be Chairman at more than one company so with today's election he had to make a choice.  Perhaps, not surprisingly, he has announced that he will be resigning from the Bank. 

Many critics out there, including AA, thought that CBK's shareholders' meeting in April - an admirable an attempt at great theater -  failed because miscasting of some of the leads just made the plot unbelievable.  

I have to say that this May production at AlTijari Investment Company is a bit thin also.  He's barely had time to warm the Bank Chairman's chair and he's jumping to a smaller and less significant subsidiary.

It's hard to avoid the conclusion that Dherar was a convenient stalking horse, a placeholder at the Bank until the desired candidate could be introduced.  In calmer times after the old Board was removed.

On a positive note, I think it's safe to say that all critics out there give both productions "two thumbs up - way up" for "Family Values". 

Perhaps, Advocatus and/or others will want to post some "literary" criticism of their own.

The Investment Dar - Creditors Press for Movement on Asset Sales

AlQabas has a report on the meeting in Dubai between TID and the Creditors' Co-ordinating Committee this Tuesday.

Here are the key points from the article.

The first topic discussed was the sale of Boubyan Bank shares where the desire is to get the best possible price.  Mike Grant, the Chief Restructuring Officer, is reported to have briefed on a meeting with National Bank of Kuwait in which they evidenced continuing interest in purchasing the shares assuming that TID and Commercial Bank can come to an agreement.  NBK is said to want to purchase at the market price.  The article then mentions that the price should be no less than KD0.600 per share.  BB has been trading at around KD0.540 to KD0.560 the past few days.  So I suppose that's not an unreasonable price. The article notes that the BB shares are outside the asset realization program under TID's restructuring so that they are not pressed to sell them.  NBK is awaiting a formal written response on the potential sale, including the proposed sales price.

The second topic has to do with the sale of assets that are subject to the restructuring.  Nothing has been done until now because of the previous legal cases which frustrated the closing of the restructuring.  Now with TID's entrance under protection from the Financial Stability Law, it's expected apparently that up to eight more months may pass before the restructuring will be finalized.  Since TID has to pay 5% of the principal amount during the first year, the lenders are encouraging the company to develop a clear asset sales plan so that it will be ready to spring into action when legal formalities are completed.  One target is to have foreign assets ready as the expectation is that these will be able to be sold quicker than Kuwaiti assets.

The Company has written expressing its commitment to move forward, but has apparently noted that there might be circumstances outside its control - a decision by the FSL Court or the Central Bank.  No doubt, this message sent more than one shiver down the creditors' spines.  And probably revived some of the previous concerns about management - the sort that motivated creditors to ask the Central  Bank to put a monitor into TID.  TID's letter in this regard has been forwarded to the Creditors' Co-Ordinating Committee's lawyers for study.

The Investment Dar - More on 2008 Financials: No Audit Opinion

TID released a formal announcement on the KSE today (text below, Arabic only) about its fiscal 2008 financials.

The major piece of new "news" was that TID's auditors had not given an audit opinion.  Technically, what they've done is issue a "disclaimer" stating that they were unable to obtain sufficient information in order to render an opinion.

Two reasons cited:

1. TID's ability to function as a going concern depends on the rescheduling and it is unclear whether that will go forward.
2. TID is engaged in a dispute over ownership of shares in a bank listed on the KSE (that's Boubyan Bank) with another Kuwaiti bank (that would be Commercial Bank of Kuwait).  TID's 2008 consolidated financials carry the BB shares at KD142 million while the value of the debt related thereto is KD75 million.   And TID's auditors have been unable to determine if an adjustment to TID's financials is warranted.  

Regarding the latter, in the worst case, if Commercial Bank of Kuwait were to be judged the owner of the BB shares, then TID would have to recognize a loss of some KD67 million (roughly one-third of its 2008 capital of KD201 million).  And of course if TID were judged to be the owner, then there would be no adjustment to its financials.

Of course 2008 is long ago and far away in terms of judging impact.  What will be critical will be the path of asset values since 31 December 2008.

Here's the KSE announcement.

[12:35:19]  ِ.مجلس ادارة (الدار) يوصي بعدم توزيع ارباح عن السنة المنتهية في 31-12-08 ‏
يعلن سوق الكويت للأوراق المالية بان شركة دار الاستثمار ‏
قد حصلت على موافقة بنك الكويت المركزي على بياناتها المالية
للسنة المالية المنتهية في 31-12-2008، بتاريخ 13-04-2010‏
وقد احيط بنك الكويت المركزي علما بمضمون البيانات المالية الختامية المجمعة
للشركة عن السنة المنتهية فى 31-12-2008 الواردة الى بنك الكويت المركزي ‏
وفق كتاب الشركة المؤرخ فى 15-03-2010 ،اخذا بالاعتبار ما ورد فى ‏
تقرير مراقبي الحسابات وكما هو مبين فى الايضاحين (2,16) من ان قدرة ‏
المجموعة على متابعة انشطتها طبقا لمبدأ الاستمرارية تتوقف على اعادة جدولة ‏
شروط التزاماتها مع الدائنين ،وكذلك ما جاء فى تقرير مراقبي الحسابات ‏
بشان "عدم القدرة على ابداء الراي" من انه نظرا لجوهرية الامور ‏
المذكورة بفقرات اساس عدم القدرة على ابداء الراي ،فانهم لا يبدون ‏
رايا على هذه البيانات المالية المجمعة .‏
وفقا لما يلي:‏
ِ1) نتائج أعمال الشركة:‏
البند             السنة المنتهية في 31-12-08   السنة المنتهية في 31-12-07‏
الربح(خسارة)(د.ك)              (80,313,260)        132,037,980 ‏
ربحية(خسارة)السهم(فلس كويتي)   (87,45)               140,58 ‏
اجمالي الموجودات المتداولة     365,796,380       659,501,254 ‏
اجمالي الموجودات              1,200,531,431    1,259,618,796 ‏
اجمالي المطلوبات المتداولة      817,461,744       644,627,427 ‏
اجمالي المطلوبات                999,118,504      871,989,478 ‏
اجمالي حقوق المساهمين         201,412,927       387,629,318 ‏
بلغ اجمالي الايرادات من التعاملات مع الاطراف ذات الصلة مبلغ 8,135,295 د.ك
بلغ اجمالي المصروفات من التعاملات مع الاطراف ذات الصلة مبلغ 4,560,000 د.ك
ِ2-التوزيعات المقترحة :‏
قرر مجلس ادارة الشركة عدم توزيع ارباح عن السنة المالية المنتهية فى ‏
فى 31-12-2008 ،علما بان هذه التوصية تخضع لموافقة الجمعية العمومية ‏
والجهات المختصة .‏
علما بان تقرير مراقب الحسابات يحتوي على اساس عدم القدرة على ابداء الراي:‏
ِ-كما هو مبين في الايضاحين (2.16) من هذه البيانات الماليه المجمعه : بتاريخ
ِ8-10-2008 تخلفت الشركة الام عن سداد تسهيلات وكاله ولاحقا توقفت عن
سداد كل الديون و الارباح المتعلقه بها المستحقه لصالح الدائنين ( البنوك و ‏
المؤسسات الماليه و اخرون ) بعد تاريخ التخلف عن السداد اعلاه : و قد أدى ‏
ذلك التخلف عن السداد الى ان اصبحت الشركة الام متخلفه عن سداد ديونها
وفقا لشروط التخلف عن السداد المنصوص عليها في اتفاقيات الديون الاخري
و بالتالي ادي ذلك الى عجز المجموعه عن الوفاء بإلتزامات ديونها بالكامل .‏
كذلك قام بعض الدائنون برفع قضايا لدى محاكم الكويت متضمنه اشهار افلاس ‏
الشركة الام للحصول على مستحقاتهم بالاضافه لذلك بلغت صافي خسائر ‏
المجموعه 80 مليون د.ك تقريبا عن السنه المنتهيه في 31-21-2008 كما توجد
مخالفه لشروط الاتفاقيات المبرمه مع الممولين مما يقتضى السداد الفورى لتلك
الالتزامات .‏
هذا و تعمل المجموعه حاليا على التفاوض مع الممولين لاعادة هيكله ديونها ,‏
و قد اصبحت قدرة المجموعه على متابعه اعمالها على اساس مبدأ الاستمراريه ‏
تستند بشكل كبير على النجاح في هذه المفاوضات . لم نتمكن من الوصول الى
أدله تدقيق موثوق فيها و كافيه لتحديد مدى قدرة المجموعه على الوصول الى ‏
اتفاق بشأن اعادة هيكلة الديون المستحقه عليها .‏
ِ- كما هو مبين في ايضاح رقم (12) من هذه البيانات الماليه المجمعة , يوجد
نزاع قضائي مع بنك محلى لإسترجاع ملكية المجموعه في بنك كويتي مدرج ‏
في سوق الكويت للأوراق الماليه و مصنف ضمن الاستثمارات في شركات
زميله بقيمة دفتريه بلغت 142 مليون د.ك تقريبا في البيانات الماليه المجمعه ‏
و قد بلغت الوكالات الدائنه المتعلقه بذلك الاستثمار بالبيانات الماليه ‏
المجمعه 75 مليون د.ك تقريبا . لم نتمكن من الحصول على ادلة تدقيق كافيه ‏
و موثوق فيها لتحديد ما اذا كانت هناك اية تسويات قد تكون ضروريه على ‏

البيانات الماليه المجمعه نتيجة لذلك .‏

Commercial Bank of Kuwait Weekly Board Meetings -- Priority Negotiations with Distressed Clients

AlWatan reports on the dynamic goings on of Commercial Bank of Kuwait's new board.  Almost weekly meetings to discuss and implement strategy.  A new temporary CEO, Luay Fadhil Muqamis, has been appointed.  Priority given to negotiations with distressed clients (unable to pay).

After reading this, it seemed to me as though the Chief Editor of AlWatan has a friend inside CBK. Or some other close relationship.

The Investment Dar Clears Another Hurdle in Its Restructuring

Citing a well connected but unnamed source, AlQabas reports that the Financial Stability Law Court has issued a decision halting all legal cases against TID.  As you'll recall the FSL procedure is that upon the receipt of a request from an investment company (accompanied by all necessary documents), the FSL Court issues a temporary stay and notifies creditors who have a limited time in which to submit their objections.  That step has come to an end with the Court upholding TID's entry under the FSL process.

So while as AlQabas headline says "TID Breathes a Sigh of Relief After the Freezing of Court Cases Against It".  The next step is for the Central Bank to study the proposed restructuring plan and report back to the Court on whether it supports it or not.

I think the CBK will approve the plan.  It's an important step in restoring financial stability to the country.  So if it has a reasonable chance of success, the CBK will probably approve.

As well, a decision by a Kuwaiti Court does not necessarily stay court actions in other jurisdictions unless those jurisdictions are convinced that the proceedings in Kuwait under the FSL are equivalent to their own bankruptcy/insolvency/restructuring regimes.  Again I think other jurisdictions will give Kuwait the benefit of the doubt.

AlQ notes one wrinkle and that is that ("Islamic") murabaha holders had conditioned their acceptance of the restructuring on their being given priority of payment over other creditors given the difference of their position versus other creditors.  Essentially that argument was that they had deposit or trust arrangements as discussed in an earlier post.

The article goes on to note that the recent travel disruptions in Europe had caused the postponement of Creditors Co-ordinating Committee meetings.  The CCC will meet on Monday and then with TID with on  Tuesday.  Venue Dubai.

Topics are the possibility and modality of the accommodation with Commercial Bank of Kuwait regarding the Boubyan Bank shares.  Creditors are reportedly concerned about two things.  First, that time is a factor.  A key concern is that if a fixed price contract is struck, BB shares may decline in value before implementation.  Then the parties interested in buying (note the use of the plural) will decide to pick up the shares in the market rather than pay above market.  Second, the creditors want to discuss getting their cut of the proceeds from any sale. 

Other topics are the role of the CCC in the period while the FSL process moves forward (CBK review, approval, etc). A process expected to take several months. And whether the Chief Restructuring Officer should be given additional duties for the implementation phase.

Previous posts can be accessed using the labels "The Investment Dar" and "Financial Stability Law".

Kuwaiti Banks to Sue Saad and AlGosaibi This May

Following up on an earlier story, AlQabas reports that the lawyers for four local banks (named earlier as Kuwait Finance House. Commercial Bank of Kuwait, Gulf Bank and Burgan Bank) are putting the finishing touches on the "files" (cases) which will be filed in London and Riyadh.  Apparently, some of the loans (which are described as being no less than US$1.5 billion) are subject to Saudi law!

According to the article, the motive for pursuing the cases in Court is that negotiations weren't fruitful.

The article also mentions the ongoing suit by AlAhli Bank of Kuwait against Saad in the New York Supreme Court.

National Bank of Kuwait Increases Stake in Boubyan Bank to 46.66%

NBK has increased its stake in BB to 46.66% as per the KSE.   (Very last item on the page).

Currently, NBK has Central Bank of Kuwait approval to acquire up to 60% of BB - which would mean that at present they could not buy all of Commercial Bank of Kuwait's 19.196% stake in Boubyan.  Though I suppose the Central Bank of Kuwait might be persuaded to allow them to buy more.

Commercial Bank of Kuwait - New Board The Godfather in Kuwait

An interesting post by Sal over at Alphadinar.    Why Dherar Al-Rabah was Appointed Chairman of Commercial Bank of Kuwait. 

The Investment Dar – “Out of Breath” in Its War on Many Fronts

Update:  AlQabas had a more upbeat assessment in its Monday 12 April issue.  Here' s the link to my post.

So says AlQabas. 

First, let's review what AlQ had to say. Then some comments.

AlQ cites the following issues:

1. TID's 2008 audited financial report remains "frozen" at the Central Bank of Kuwait which refuses to approve it. Reportedly this is leading to a loss of confidence among many creditors that the restructuring plan will be implemented. 
2. The legal case by AlMasar Leasing – involving debt in excess of KD10 million – poses a threat to creditor acceptance of the restructuring plan. AlMasar is close to the implementation of the judgment in its favor and has obtained a precautionary block on assets sufficient to repay the debt. TID has filed an urgent challenge (motion) to stop the implementation of the order. The Court is reviewing TID's motion. Legal sources say that there are fears that the creditor alliance will disintegrate if AlMasar's judgment is upheld and enforced. That other creditors will see courts as a way to get their money back "early". 
3. The legal struggle with Commercial Bank of Kuwait over Boubyan Bank remains unsettled. AlQ says that in its weekly meeting held right before the end of last week TID took the pulse of the Creditors' Coordinating Committee about a potential negotiated settlement to this dispute. Details were not discussed. The goal was to determine if there were any creditor objections. If not, then TID has a green light to proceed. 
4. Also at the same meeting the CC discussed whether to retain the Chief Restructuring Officer in the coming phase or replace him. Three international firms reportedly have submitted proposals as well as the existing CRO. Details of the four proposals were reportedly not discussed.
   

Now to the comments.

1. Indeed TID has to be a bit short of breath with all the battles it is facing. Clearly, this case is quite different from that of Global Investment House. The key difference is a lack of confidence.   The Central Bank isn't confident in the financials.  Dissident creditors apparently think expensive and messy court cases offer a higher prospect of recovery than the restructuring - though they could be hoping to prompt a buyout by other creditors if they threaten to destroy the restructuring through their recalcitrance.  The rest of the creditors clearly want a monitor at TID.  All this makes for a very fragile situation.  
2. Why hasn't TID's audited 2008 financial report been released? Why is the Central Bank refusing to sign off? Presumably, TID's auditors, the local affiliates of KPMG and PwC, have completed their audit. Unless there is a substantial problem in their opinion (say an adverse opinion or a disclaimer), they have signed off on the "numbers". If the latter is the case, the Central Bank  would appear to be saying it doesn't trust the audit work of two major firms.  Ouch!  This is not just a slap at TID but also at these two firms.  
3. Why doesn't TID just give the Central Bank what it wants?  Quibbling over numbers would seem rather silly when the patient is  barely alive in intensive care.  The rumors are that the Central Bank is demanding additional provisions and reductions in the carrying value of assets. Seems simple to just sign on the dotted line. - whatever the results.  Historical statements from 2008 are just that history.    It's hard to see there being a major impact on the banks.  They have their own advisor's (Morgan Stanley's) cashflow focused analysis on the best path to recovery. And without any audited financials a significant number of them have decided that the restructuring is the "best" deal for them.   And, as I've written before, this looks a lot like a disguised liquidation.   So how would adverse financials change that?  The diagnosis would remain the same.  And the conclusion very likely the same.  A fire sale by a liquidator is not a good recipe for recovery. 
4. It must be is that the additional amounts are so large that they pose a serious problem.  Negative shareholder equity would probably  greatly complicate recourse to the Financial Stability Law if not make it impossible. The FSL is designed to rehabilitate companies.  Not to provide cover for a  liquidation. No clear cut Chapter 7's need apply. Similarly, there could be other problems.  A law that if losses exceed a certain portion of  paid in capital, the firm must raise more or enter formal liquidation.  Sometimes problems like these can be solved by having an Extraordinary General Meeting of shareholders vote to use reserves (share premium, mandatory and voluntary reserves to offset retained losses).  Presumably, if it were that simple a matter then  TID would take the step.   If it's a need for additional new equity, that's probably something that shareholders probably aren't particularly keen to do right now.  So the battle on the financials is to prevent getting into a worse situation.
5. The real issue with AlMasar would seem to be it's formal objection to TID entering under the protective wing of the FSL.  There are other creditor cases out there, e.g. BLOM.  Yes, AlMasar has the "block" on some assets.  But if TID is successful with the FSL won't that solve its legal problems, especially those in Kuwait?  So isn't the FSL objection the key? The AlQ article is silent on this topic. 
6. Also the comment about AlMasar success leading other creditors to similar action is probably correct in one sense.  But, if all the creditors rush for the exit, the ultimate recovery is going to be  affected.   If any bank's creditors and depositors suddenly asked for their money back, no bank could pay them back immediately. Not Deutsche Bank.  Not National Bank of Kuwait.  And TID is very very far away from being in NBK's very strong position. The best recovery is going to come from a controlled process.   Hopefully, the banks have figured this out by now, though I suppose in a panic logic is the first casualty.
7. Boubyan turns not only on the relative strength of the two parties' legal positions but more importantly on the ability of the weaker party to tie the shares up in court for years and years.  In terms of legal advantage, I think the legal definition of the transaction is  critical  If the  original transaction is considered a sale, then CBK owns the shares which it bought at a bargain price.  TID had the opportunity to buy them back but failed to do so.   Tough luck.  Unless in consideration of "equity" the Court allows TID the opportunity to go "back in time" and complete the repurchase.  In which case, it would make abundant sense for the banks to lend TID the money.  Lend $200 million, get shares worth $400 million, sell them to NBK and  put a cool $200 million  extra into TID's estate.  If it is a secured loan, then CBK owes TID  the excess of the realization proceeds from the collateral over the  repayment of the loan.   In which case  the result is the same as the Court sanctioned "time travel" mentioned above.   In terms of waiting, Commercial Bank probably has a less urgent need for the cash than TID.  Luckily for CBK, NBK is running the show at Boubyan so the likelihood of something going really wrong going there is fairly low.  That should put a floor of sorts under the share price - assuming there are no legacy problems from before NBK's stewardship began. And make waiting a bit more palatable, though there are signs that shareholders at CBK aren't particularly happy now - if AlQ's account of the recent OGM is accurate.
8. The debate over the continuing role of the CRO is pretty clear evidence of the creditors' continuing lack of confidence in TID's management. Under the restructuring, they are taking TID's assets into companies they will control (assuming that AlQ's earlier account of the restructuring is correct).  Yet, they still seem to feel they need an on site minder at TID.   Usually in a restructuring the creditors would form a committee to monitor the borrower.  Or perhaps require an accounting firm to do periodic reports to confirm the borrower was discharging its obligations.  Both of these mechanisms on a post facto basis.  That is, the creditors check on the borrower after the fact -  to review its conduct in the last quarter.  It seems that with TID the creditors want a monitor for  "real time" monitoring.  With the assets in separate (from TID) holding companies,  it's unclear just precisely what the CRO will monitor.  Will he run those holding companies?  And how will his position fit in with that of the Central Bank "monitor"?  Especially, since if TID is successful in getting under the FSL umbrella, the Central Bank is probably going to have a monitor  in the company to keep an eye on things.  This isn't a trivial matter since the expense isn't trivial.  The creditors are in effect saying we're willing to pay a price to make sure we keep an eye on TID's management.

Commercial Bank of Kuwait - Fireworks at Annual Shareholders' Meeting - Directors Not Released from Responsibility for Fiscal Year 2009

AlQabas has a report on CBK's Annual General Meeting of Shareholders ("AGM") 7 April.  (Also sometimes referred to as an Ordinary General Meeting to distinguish from an Extraordinary General Meeting.  The difference between the two arises from the entity's articles of association which set forth the powers of each.  For example, an amendment of the Articles generally requires an EGM).

Some 85.49% of shareholders were at the meeting which proceeded calmly until the 9th Agenda item - the release of the Board of Directors and the Managing Director from responsibility for their conduct during the last fiscal year (2009).  Generally, not a contentious issue.  Usually approved quickly.

This time was different.   As the AGM moved to Item #9, Ali Musa Al Musa, Chairman and Managing Director of Securities Group,  made two proposals.

1. To delay voting on releasing the old board and the previous Chairman/Managing Director, Dr. Abdul Majid AlShatty from responsibility for their conduct during fiscal year 2009 until a future AGM  (While these are generally scheduled once a year, there is no reason one couldn't be called sooner).  In the interim the new board would conduct a legal, management and accounting review of the conduct of the previous board and managing director to determine if they had taken any salary, benefit, compensation or other perk during 2009 and the period up to the date of the AGM (when they were still in control of the bank).
2. And that in line with sound corporate governance, the principles of disclosure, transparency etc the AGM vote that no member of the board or the managing director can receive any salary, benefit, compensation or other perk without the prior agreement of an AGM with full disclosures of the package. 

Mr. AlMusa's proposals passed with 79% of the vote.

There is a transcript of the exchange between Mr. AlShatti and Mr. AlMusa.  As you might expect, AlShatti took AlMusa's proposals as a personal attack.  So there is some interesting back and forth.  AlShatti saying that he and Jamal AlMutawa had taken at 15% salary cut noting that whatever the AGM said, or did not legally the Board was not released for its conduct until after 5 years.  He also noted that the board had served loyally for 12 years.  For his part AlMusa denied that he was accusing anyone, but fighting for fundamental principle of shareholders' rights.

Buried in the third paragraph from the end of the article is a statement that the Central Bank of Kuwait supposedly ruled that any profit from the sale of Boubyan Bank shares by CBK belongs to CBK's shareholders not the creditors of TID.   This is an important point to watch in view of the current market value of BB being roughly twice the amount of the repo between CBK and TID.

CBK's new board comprises Darar Al-Ribah as Chairman, Ali A-Awadi, Anud AlHatharan, Ahmad AlMishari, Badr AlAhmad, Tariq AlUthman, and Mahdi AlJazaaf.   

Note:  AlShatti had objected to the election of AlMishari saying he had not been cleared of his responsibility for 2009 and that it was nothing personal.   AlMishari apparently was a director in 2009 but resigned prior to the AGM.   In responseAlMishari said he had resigned for "lack of fit" with the board.

Alternate Directors (in case one of the above leaves the board) are Ali AlMusa, Abdul Rahman AlAli,  and Mohammad AlShatti.

Boubyan Bank - Legal Struggle Between Commercial Bank and TID

Two articles in AlQabas today on the latest developments.

To recap late in December 2008, TID and Commercial Bank of Kuwait engaged in a US$200 million repo transaction. involving TID's shares in Boubyan Bank.  TID sold the shares to CBK against US$200 million and was to buy them back in 2009.   TID failed to settle the buyback.  In May 2009 CBK declared tthat he shares were now theirs.  Later they were on the verge of selling them to National Bank of Kuwait for a price reported to be US$420 million when TID got a "restraining" order.

What's at stake here?

1. For CBK an apparent tidy profit.  Also putting aside the profit, it has to be concerned that if this transaction is unwound, it could become part of TID's restructuring.  Not a happy outcome.
2. For TID a loss of highly liquid asset with significant value.  You'll recall that KFH has sued CBK trying to overturn the "sale".  As a participant in TID's restructuring, KFH has a clear self interest in getting as many good assets into TID's estate as possible.
3. For NBK in either case a motivated seller (TID or CBK) and the chance to increase its stake in Boubyan to 60%.   And, as one of my Kuwaiti friends said the other day,  probably the quickest way to increase both prudent business conduct and good corporate governance in the Kuwaiti financial sector is for NBK to purchase a firm.

The first article says that TID announced that the Supreme Court Commercial Circuit refused to hear its appeal of the earlier judgment against TID over the sale of the shares of Boubyan Bank to Commercial Bank of Kuwait.   TID intends to appeal noting that the judgment against it was in the Court of First Instance.  Also it noted that it had succeeded in the past in getting a freeze order on the further disposition of the shares pending resolution of the larger case, though the shares are temporarily registered in the name of CBK.  Some 221,425,059 shares.  At yesterday's closing price of KD0.520 per share, the stake is worth roughly US$403 million.

The second article says that NBK is "open" to working out a solution to the struggle between the two parties.  Apparently, the Central Bank "Monitor" appointed at TID, Ayyad Thafiri (Dhafiri in Kuwaiti dialect) has been exploring a solution.  CBK is reported to say they don't want anything but their money.   NBK is an eager buyer.  Time will tell if this account is correct and if the parties can work out a settlement.