Abu Dhabi-backed bidder to control sale of Telegraph if takeover is blocked

January 10, 2024

The Abu Dhabi-backed vehicle which has agreed to buy The Daily Telegraph believes it will control the newspaper's destiny even if its deal is blocked by regulators.

Sky News has learnt that RedBird IMI informed the independent directors of the Telegraph's parent company this week that it will determine the title's future ownership even in the event that it is prevented from taking control.

Sources said the Gulf-based investor - a joint venture between RedBird of the US and Abu Dhabi-based IMI - was keen to dispel the idea that either the Telegraph's independent directors or the Barclay family, the newspaper's beneficial owners, would oversee any future auction.

RedBird IMI owns roughly half of the £1.16bn loan to the Barclay family that was used to repay Lloyds Banking Group last month, with £600m of that earmarked for conversion into control of the Telegraph's equity, with The Spectator also forming part of the deal.

The remainder of the loan is owed to IMI.

Because RedBird IMI also owns a call option which can be exercised in exchange for ownership of the media assets, it believes it would be "in total control" of any process should the government block the acquisition, a source said.

"In such an eventuality, RedBird IMI would be free to sell the loan and call option to whoever they wished," they added.

Another insider said the only circumstance in which that scenario would not play out would be if RedBird IMI itself withdrew from the Telegraph transaction.

That scenario was described as "vanishingly unlikely" by the insider on Wednesday, with RedBird IMI said to remain confident that the editorial protections that it has submitted to Ofcom will address any concerns and pave the way for the deal to be approved.

The culture secretary, Lucy Frazer, has ordered an inquiry by Ofcom and the Competition and Markets Authority into whether the RedBird IMI deal would impair press freedom.

Scores of MPs and peers have lined up to oppose the takeover, arguing that the UAE has a poor record of upholding journalists' ability to report impartially.

The two regulators will present their findings to the government later this month, with many observers anticipating that the CMA will then launch a Phase-2 inquiry into the deal.

Last month, Sky News revealed that the finance chief of The Daily Telegraph's parent company was to leave amid the investigations.

The appointment of a replacement for Cormac O'Shea is subject to government approval.

Under the terms of a public interest intervention notice (PIIN) issued by Lucy Frazer, the culture secretary, late last month, the prospective owners of the Telegraph, RedBird IMI, are prohibited from exerting any influence over the titles while investigations by the competition and media regulators are ongoing.

That includes the removal of key executives and editorial staff or any attempt to merge the Telegraph with other assets.

Mr O'Shea is the most senior executive so far to have signalled their departure since the Telegraph's holding company was forced into receivership by Lloyds Banking Group last year.

The high street lender effectively ousted the Barclay family as owners of two of Britain's most influential newspapers after nearly 20 years, following a long-running dispute over the repayment of a £1.16bn debt.

The loans and interest were repaid last month after the Barclay family structured a deal with RedBird IMI, which is majority-owned by Sheikh Mansour bin Zayed Al Nahyan, the ultimate owner of Manchester City Football Club.

Spearheaded by Jeff Zucker, the former CNN president, RedBird IMI has notified the independent directors of its intention to exercise an option to convert £600m of the funding provided to the Barclays from debt into equity ownership of the Telegraph.

The remainder of the loan is secured against other, unspecified, Barclay-owned assets.

A number of prominent Telegraph journalists and columnists have also used the newspapers' pages to campaign against the takeover.

The Times reported last month that TMG's independent directors had alerted Whitehall to possible irregularities in the accounts of the family's media assets, with the National Crime Agency reportedly informed.

RedBird IMI's move to fund the loan redemption circumvented an auction of the Telegraph which drew interest from a range of bidders.

The hedge fund billionaire and GB News shareholder Sir Paul Marshall, Daily Mail proprietor Lord Rothermere and National World, a London-listed local newspaper publisher, had all hired advisers to assemble offers for the newspapers.

A spokesman for RedBird IMI declined to comment.

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