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MPs urge Thomas Cook chiefs to repay bonuses over company's collapse - business live MPs urge Thomas Cook chiefs to repay bonuses over company's collapse - business live
(32 minutes later)
BEIS committee chair Rachel Reeves circles back to the pay question -- how much of the £20m of board bonuses paid out in the last five years be clawed back?
Warren Tucker says that Peter Fankhauser received £1.7m in bonuses. One third has been lost, and the clawback procedures means the rest of the 2017 bonus could be clawed back, if the liquidator decides it is appropriate.
It could be £558,000.
Fankhauser’s £4m of shares has already been lost.
Q: What about other bonuses?
Tucker says the finance director received a £400k bonus in 2017 - and it could also be clawed back.
Q: So should they be clawed back?
That’s up to the people running the business now, says Tucker.
There are four criteria that have to be met -- Statement of the accounts, reputational damage, gross misconduct and financial failure.
Well, the financial failures and reputational damage boxes have been “absolutely ticked” says Reeves triumphantly.
Q: So shouldn’t the bonuses be clawed back, in your view?
Tucker argues that Fankhauser worked “exhaustively” to save the company.....
Reeves (who doesn’t appear very impressed by the witnesses) lets rip again:
Q: What’s the point of clawback policies if you can’t claw back a bonus when a company collapses, taking jobs, taxpayers money and the hopes and dreams of your customers. You put those facilities in place!
Tucker says the bonuses can be clawed back - it’s up to the liquidator.
Back in the Grimond Room, the BEIS committee want to know whether Thomas Cook accepts it shouldn’t have paid such large bonuses.
Q: With hindsight, have you learned anything or would you have done the same thing?
Warren Tucker, who was responsible as remuneration committee chair, concedes that bonuses were mis-structured - there was too much focus on profits, and not on cash-flow generation.
With hindsight, we wouldn’t have paid the 2% pay rises either.
Q: You’re a non-executive director at the Foreign and Commonwealth Office - has anyone asked you about your suitability for that role?
Tucker says he left the board in May, so “none of these events” coincided with his time at the FCO.
I just checked, and he started at the FCO in 2015.....
Q: What about other former Thomas Cook executives?
Frank Meysman says he has tendered his resignation from two other boards,and been asked to stay on. Martine Verluytem says the same happened to her - the two boards she serves on believes she provides value.
“That is fascinating”, Kyle tells the pair -- which may be a polite way of saying “surprising”.
Catherine McKinnell, the temporary chair of the Treasury committee, asks Mark Carney about financial firms betting on the outcome of Brexit on the currency markets.
It’s a politically-charged question for the governor - given Boris Johnson has received political donations from hedge fund bosses who back Brexit.
Carny reels through the (relatively new) rules for the $6tn global currency market, which was found to be a hotbed of insider trading and manipulation a few years back in a major scandal.
Under the Bank’s “senior managers regime,” finance industry managers have direct personal responsibility for conduct up and down their organisations, he says.
The governor says Brexit developments are driving movements in the currency at the moment, and that the pound will certainly move up or down over the coming days and weeks.
While financial stability can be maintained, he adds:
“There will be some financial institutions and maybe some individuals associated with those institutions who have correctly predicted, or got lucky, on which direction sterling ends up going. And they will potentially make a lot of money.”
Elsewhere in Westminster Mark Carney, the governor of the Bank of England is answering questions from the Treasury Select Committee.
The MPs have taken questions from the public, including on Twitter, to quiz the governor. First up: When will your successor be recruited and hired?
Carney highlights two things: Sajid Javid’s recent comment that the process is on track, but that parliament is “quite occupied with some urgent affairs of state”.
He says there is however ample time for the government to hire his successor and that a wide range of qualified candidates are there to pick from.
“Whereas I was appointed several months before I took office, there are examples, including of the ECB, where the most recent president, Mario Draghi was appointed a few weeks in advance of taking office.”
“[Britain] will have a highly qualified governor, a more highly qualified governor, in the new year.”
Carney says there will be an orderly transition, adding:
“The government and this process has encouraged a very wide range of high quality people to apply. It’s afforded a good set of options for the government to consider.”
Peter Kyle returns to the Thomas Cook bonuses.
Q: The collapse of your company has created real suffering for your employees. You’ve not suffered the same way. Why have you not put your hand into your own pocket?
Peter Fankhauser says he won’t defend his pay, compared to ordinary workers. But he repeats that he worked “exhaustively and very hard” to try to rescue the company -- adding that he wasn’t paid in September.
[Reminder: Fankhauser received £8.4m during his tenure as chief executive at Thomas Cook, including £4.6m in bonuses]
Q: How can chairman Frank Meysman justify receiving over £4m over the years?
Meysman says he was paid £275,000 per year, over his six years, plus £30,000 in expenses as he lives in Belgium.
Q: OK, but can you justify that.
Meysman says that’s for others to judge, but insists he did the job “for pleasure”, and had also bought shares with his own money.
Q: Does Warren Tucker (remuneration committee chair) agree that bonuses were paid as a reward for failure?
Tucker tries to defend the use of underlying profits for bonuses, but “Absolutely, at the end I agree” that the company failed.
Peter Kyle MP asks how the board addressed the rising crisis that subsumed Thomas Cook.Peter Kyle MP asks how the board addressed the rising crisis that subsumed Thomas Cook.
Former chair Frank Meysman says board members discussed how to cut its debt levels, and devised a plan to cut the pile by £100m per year.Former chair Frank Meysman says board members discussed how to cut its debt levels, and devised a plan to cut the pile by £100m per year.
Q: But your plans didn’t work, so was the crisis ‘normalised’?Q: But your plans didn’t work, so was the crisis ‘normalised’?
Meysman says Thomas Cook did raise £400m through a rights issue, sold £350m of assets. Steps were taken, he insists.Meysman says Thomas Cook did raise £400m through a rights issue, sold £350m of assets. Steps were taken, he insists.
Q: But that just shows you were reacting to the crisis!Q: But that just shows you were reacting to the crisis!
Meysman says the company had a strategic plan - managing more of its own hotels, a new tie-up in China with Fosun, and a focus on Russia. But the overriding priority was to lower debts, thus the restructuring plan.Meysman says the company had a strategic plan - managing more of its own hotels, a new tie-up in China with Fosun, and a focus on Russia. But the overriding priority was to lower debts, thus the restructuring plan.
Q: But you’re travelling around the world, asking people to lend you more money. You look like a gambling addict, trying to open more credit cards to keep your addiction running.Q: But you’re travelling around the world, asking people to lend you more money. You look like a gambling addict, trying to open more credit cards to keep your addiction running.
Meysman tried to sweep this aside. He says the £900 rescue plan was a “great plan”, saving employees and hoteliers, and not costing the government anything (he claims) - until it collapsed on 22 September when the government refused to provide help.Meysman tried to sweep this aside. He says the £900 rescue plan was a “great plan”, saving employees and hoteliers, and not costing the government anything (he claims) - until it collapsed on 22 September when the government refused to provide help.
Q: But you wanted £200m of support, and that would have been swallowed up by your £150m debt servicing costs, postponing the inevitable.Q: But you wanted £200m of support, and that would have been swallowed up by your £150m debt servicing costs, postponing the inevitable.
Meysman says those debt repayments were a “heavy heavy load”.Meysman says those debt repayments were a “heavy heavy load”.
Fankhauser adds that he was in ‘close contact’ with UK government bodies, with around 100 meetings in the last year.Fankhauser adds that he was in ‘close contact’ with UK government bodies, with around 100 meetings in the last year.
That included a meeting with Grant Shapps, transport secretary, on 9th September, when Fankhauser told Shapps that TC’s banks were seeking additional financing to underpin the rescue plan.That included a meeting with Grant Shapps, transport secretary, on 9th September, when Fankhauser told Shapps that TC’s banks were seeking additional financing to underpin the rescue plan.
Q: Did you have any contact with the business department in the run-up to your collapse?Q: Did you have any contact with the business department in the run-up to your collapse?
Fankhauser says no, because the transport department told him not to!Fankhauser says no, because the transport department told him not to!
We covered this last month:We covered this last month:
Andrea Leadsom under fire over lack of talks with Thomas CookAndrea Leadsom under fire over lack of talks with Thomas Cook
Rachel Reeves asks whether Thomas Cook spoke to government ministers in other countries.Rachel Reeves asks whether Thomas Cook spoke to government ministers in other countries.
Apparently they spoke to lots!Apparently they spoke to lots!
Peter Fankhauser says he spoke to the tourism ministers of Spain, Bulgaria, Turkey and Greece, who were concerned about the situation.Peter Fankhauser says he spoke to the tourism ministers of Spain, Bulgaria, Turkey and Greece, who were concerned about the situation.
He says that he knows that some of them contacted the UK government, and were told they’d “See you on Monday in New York”.He says that he knows that some of them contacted the UK government, and were told they’d “See you on Monday in New York”.
That, I think, must refer to the UN Climate Summit which began on Monday 23rd, attended by Boris Johnson.That, I think, must refer to the UN Climate Summit which began on Monday 23rd, attended by Boris Johnson.
Fankhauser adds that Thomas Cook engaged intensively with the government, at the highest level, in the days before its collapse.Fankhauser adds that Thomas Cook engaged intensively with the government, at the highest level, in the days before its collapse.
We were “pretty confident”, he says, but then on Sunday 22nd September the company realised that it faced a cliff-edge - without government support, the game was up.We were “pretty confident”, he says, but then on Sunday 22nd September the company realised that it faced a cliff-edge - without government support, the game was up.
Fankhauser says that at 5pm that day he realised he “had to throw in the towel” when he spoke to a “high official” on the phone, and learned that the government wouldn’t support the plan.Fankhauser says that at 5pm that day he realised he “had to throw in the towel” when he spoke to a “high official” on the phone, and learned that the government wouldn’t support the plan.
This is the letter the government sent to Thomas Cook, informing the company that it had decided not to support the rescue plan. “Significant precedent risk” is the reason given for rejecting the request for financial help. Hours after the letter was sent Thomas Cook went bust. pic.twitter.com/aRtrlR9hsbThis is the letter the government sent to Thomas Cook, informing the company that it had decided not to support the rescue plan. “Significant precedent risk” is the reason given for rejecting the request for financial help. Hours after the letter was sent Thomas Cook went bust. pic.twitter.com/aRtrlR9hsb
Q: Did you speak to any ministers on that Sunday?Q: Did you speak to any ministers on that Sunday?
No, Fankhauser replies. We were clearly told earlier that week that the point of contact was the officials who were sitting in our meetings.No, Fankhauser replies. We were clearly told earlier that week that the point of contact was the officials who were sitting in our meetings.
The committee look astonished.The committee look astonished.
Q: Didn’t you try to challenge this?Q: Didn’t you try to challenge this?
Fankhauser says no, but adds that the company did have contact with officials in Number 10 Downing Street.Fankhauser says no, but adds that the company did have contact with officials in Number 10 Downing Street.
The other Thomas Cook executives confirm that they didn’t speak to a minister either!The other Thomas Cook executives confirm that they didn’t speak to a minister either!
Q: Do you regret that, Mr Meysman? (former TC chair).Q: Do you regret that, Mr Meysman? (former TC chair).
Meysman suggests that with hindsight, things could have been different (not the first time he’s cited hindsight).Meysman suggests that with hindsight, things could have been different (not the first time he’s cited hindsight).
Q: Who did you speak to at Fosun?Q: Who did you speak to at Fosun?
The chairman.The chairman.
Q: But when it comes to the government, you only spoke to an official?Q: But when it comes to the government, you only spoke to an official?
Yes.Yes.
Q: Would it have been in the taxpayers’ interest to rescue Thomas Cook?Q: Would it have been in the taxpayers’ interest to rescue Thomas Cook?
Former chair Frank Meysman says that this is a matter for governments, but points out that other governments have taken a different view. Germany, for example, has bailed out the Condor airline (which is profitable).Former chair Frank Meysman says that this is a matter for governments, but points out that other governments have taken a different view. Germany, for example, has bailed out the Condor airline (which is profitable).
He then throws an elbow at the government for simply sending an email on Sunday 22nd September (the day before the collapse) saying it wouldn’t provide support.He then throws an elbow at the government for simply sending an email on Sunday 22nd September (the day before the collapse) saying it wouldn’t provide support.
I wish someone from the government would have come and sat down with us, and the chairs of its banks - who were in the country - Meysman says.I wish someone from the government would have come and sat down with us, and the chairs of its banks - who were in the country - Meysman says.
Former CEO Peter Fankhauser agrees that government support on that Sunday would have been vital. He says Thomas Cook had worked out that the cost of its collapse to the taxpayer was higher than the amount of extra money it needed to keep going.Former CEO Peter Fankhauser agrees that government support on that Sunday would have been vital. He says Thomas Cook had worked out that the cost of its collapse to the taxpayer was higher than the amount of extra money it needed to keep going.
Q: But wouldn’t a bailout have simply delayed the inevitable?Q: But wouldn’t a bailout have simply delayed the inevitable?
We would have been one of the best funded travel companies in Europe if the recapitalision plan had gone ahead, Fankhauser insists, waving his hands in the air as he insists the company could have had a bright future.We would have been one of the best funded travel companies in Europe if the recapitalision plan had gone ahead, Fankhauser insists, waving his hands in the air as he insists the company could have had a bright future.
Q: But what would have changed?Q: But what would have changed?
Fankhauser says Thomas Cook would have had a new rolling credit facility, money from the bondholders, maybe new investment from elsewhere (if Fosun allowed it).Fankhauser says Thomas Cook would have had a new rolling credit facility, money from the bondholders, maybe new investment from elsewhere (if Fosun allowed it).
Plus, enough money to get through the winter, expand in China, expand its online business, because the debt burden would have been lifted.Plus, enough money to get through the winter, expand in China, expand its online business, because the debt burden would have been lifted.
Frank Field MP, Chair of the Work and Pensions Committee, has urged Thomas Cook’s former top brass to do the right thing, and hand their bonuses to the firm’s pension fund.Frank Field MP, Chair of the Work and Pensions Committee, has urged Thomas Cook’s former top brass to do the right thing, and hand their bonuses to the firm’s pension fund.
Field says:Field says:
“Thomas Cook workers now face a long wait to find out exactly how much they’ve lost from their life savings, and while their former bosses might argue that this isn’t another BHS, Carillion or British Steel, they will have a hard time justifying the millions they pocketed, one eye on the door, while the company collapsed around them.“Thomas Cook workers now face a long wait to find out exactly how much they’ve lost from their life savings, and while their former bosses might argue that this isn’t another BHS, Carillion or British Steel, they will have a hard time justifying the millions they pocketed, one eye on the door, while the company collapsed around them.
“If they’ve had a chance to check how their own pensions are affected, perhaps the high-paid executives responsible would like to bolster the retirement of some of the workers they left behind, and give some of it back?”“If they’ve had a chance to check how their own pensions are affected, perhaps the high-paid executives responsible would like to bolster the retirement of some of the workers they left behind, and give some of it back?”
Former chairman Frank Meysman blames the UK government’s lack of support for driving Thomas Cook to the wall three weeks ago.
He claims that all the parties were still committed to the £900m rescue deal at 4pm on “that famous, tragic Sunday” [the day before the company failed].
But only if the government would step in with a backstop to underwrite the rescue plan on the table.
The representatives of the banks and Fosun (the Chinese investors) told us that “we are still supporting this deal, providing the government has a role to play in the project”, Meysman insists.
Thomas Cook chair Frank Meysman gets to the point he's been skirting around. He says the company had the £200m in place, or promised, to secure remaining £900m rescue deal at 4pm. Says government lack of support killed the deal.
Rachel Reeves (an opposition Labour MP) isn’t impressed by this argument -- the government didn’t build up Thomas Cook’s debt pile!
Q: What did Fosun and the banks want the government to do?
Meysman says Thomas Cook had three requests:
Either £150m-£250m,
or exert power to bring the parties together,
or allow it to use the current infrastructure to bring holidaymakers back, if the company collapsed
Reeves says the demand for a backstop shows that Fosun and the banks didn’t believe in the rescue plan at all. Why wouldn’t they provide this extra £200m of support?
Meysman says he doesn’t know, expect that the banks and Fosun believed they were already making an appropriate contribution to the plan.
[Explainer: Under this plan, Fosun was paying £450m for a majority stake in Thomas Cook’s tour-operating business and a stake in its airline. Banks and bondholders provided the other £450m, taking the remaining stake in the tour operator and a 75% stake in the airline. The banks had also agreed to write off more than £1.7bn of debt in return for a stake in the business.]
The committee are now asking about Thomas Cook’s last few weeks, when it became clear it needed more money.
Q: When did you learn that the banks required £200m of extra funding? Which date in August?
Fankhauser agrees to report back which date he was told about a “downcase scenario” which would require extra funding of £150m-£200m.
He says he knew that this scenario existed on 28 August when Thomas Cook announced it had agreed a £900m rescue deal that will give the Chinese conglomerate Fosun.
But, he says it wasn’t a formal request from the banks at that stage.
This is a crucial issue -- this extra funding demand cause the collapse of the Fosun deal.
Q: But why didn’t the lenders provide the extra funding?
Fankhauser says he doesn’t know.
My colleague Rob Davies is tweeting the key points from the hearing:
Thomas Cook boss Peter Fankhauser concedes he was paid an "enormous amount". Says the company was making right steps to cut debt when it was hit by European heatwave. Admits they were "not fast enough" in mending the problems.
Thomas Cook CEO Peter Fankhauser being asked at select committee how much of his bonuses can be clawed back. It's about £558k. See our story this morning."No more than £1m will be recouped from Thomas Cook chiefs."https://t.co/AoouR6MDUu
BEIS committee chair launches a broadside at Thomas Cook chair after he lists successes. "You chaired a business that has gone under because of the decisions made collectively by your management team." Asks for "a bit more humility".
Thomas Cook pay committee chief Warren Tucker says pay linked to underlying earnings (which ignore massive one-off negatives) to avoid providing a disincentive to invest. Pretty extraordinary idea that execs need an incentive to do what's required to save a company.
Thomas Cook boss Peter Fankhauser admits that selling the airline when it had the chance "might have been a solution".
Q: Why didn’t Thomas Cook’s management realise that its rescue plan was going wrong?
Peter Fankhauser insists he believed the plan would work - the company tested “every day at four o’clock” that the deal could work.
Q: So every day at four o’clock you were wrong?
With hindsight you can say that, Fankhauser replies.
Q: Why did Thomas Cook underestimate the amount of money it needed to save it?
Fankhauser says the company tried to sell its airline, to generate cash to help tide it through this winter, along with fresh bank financing.
But it then realised that this plan wouldn’t work, because the company wasn’t generating enough cash.
Q: But wasn’t this just a fantasy sale, it would never have worked?
Fankhauser denies it, he says Thomas Cook devised a complicated refinancing plan.
But then the company came under pressure this summer from suppliers, and from credit card merchants. Plus, the refinancing costs were putting pressure on cashflow, Fankhauser says.
He then explains how Thomas Cook’s financial needs spiralled:
On 12 July, we said we needed £750m in recapitalisation. Then on 12 August we saw that would not work, so we needed another £150m to £900m. Then we were stuck.
Q: Can’t you see that this looks like a company out of control, and downplaying the difficulties you faced to your investors, and your staff?
It could look that way, Fankhauser agrees, but he insists that’s not what happened.
Rachel Reeves MP turns to the sale of Thomas Cook’s shops to Hays Travel, a family owned firm (excellently profiled here).
Q: Can they make a success of it?
“I wish they can. I honestly do,” Peter Frankhauser replies.
The former Thomas Cook CEO says that “one of the brighter days in recent weeks” was when he learned that Hays would take on the stores and save around 2,000 jobs.
The retail business runs on commissions - he explains, so if Hays can renegotiate leases, create a much leaner debt structure, then “for sure” it can be successful.
I wish them all the luck, he adds.
Reeves homes in on the debt issue. Surely Hays, which doesn’t have a large debt pile, is doing things right - and Thomas Cook did it wrong.
Fankfauser says Thomas Cook already had a big debt pile when he arrived in 2014 -- but he wasn’t fast enough in reducing it.
But he insists that Thomas Cook, with its large operations including an airline, is much more complicated than a simple travel agent.
But the insolvency service has taken decisive steps in three weeks, Reeves replies scathingly. You had five years!
Fankhauser says he was trying to save the whole business, rather than simply selling assets off in bits.
But look what happened in the end, Reeves hits back. The whole company collapsed, stranding 150,000 people.
Back to the bonuses, and Warren Tucker (former remuneration committee chair) confirms that underlying profitability was used to set bonuses.
Why?!
Tucker claims they didn’t want to “disincentivise” executives from taking necessary investment decisions which would hit earnings.
Stephen Kerr MP says this smells very fishy -- wouldn’t it be great if everyone could just ignore irritating costs they’d rather ignore?
This board was rewarded for failure, Kerr insists.
The former Thomas Cook executives are claiming that their business was complicated, needed turning around, so it was right to class some losses as ‘one-off’ items on its balance sheet.
Chair Rachel Reeves dispute the argument -- she argues that Thomas Cook used exceptional items to burnish its balance sheet, and give a rosier picture.
Q: In the end, this focus on underlying profits caught up with you, didn’t it?
Chairman Frank Meysman denies it -- saying there was “a lot of effort” underway to reduce debts, offer exciting new holidays.
He tries to paint a picture of success....saying the firm had 20 million happy customers, exciting new routes, a joint venture in China was looking good. There was a lot of restructuring underway, he insists....
Reeves has heard enough!
She reminds Meysman that he has been summoned to the committee because 9,000 people have lost their jobs, and 150,000 holidaymakers had to be brought home at a cost to the taxpayer.
With all respect, Mr Meysman, you can point to as many successes as you like, but you have brought down a 178 year old business with huge repercussions for customers, staff, and taxpayers.
So you can point to the successes, but I’ll point to the failures and they hugely outweigh the successes.
Reeves points out that Meysman and his former colleagues began the session by apologising, but was that contrition genuine?....
I think you’re deluded about the business you ran.
You chaired a business that has gone under because of the decisions made collectively by your management team. When you point to your successes, maybe show a little more humility.
Ouch!
Stephen Kerr MP takes issue with the claim that Thomas Cook was trading well. You only made a profit in 2015, he insists -- every other year recently was a loss.
Q: So how can you justify bonuses?
Fankhauser says that some bonus payments came from a “long-term incentive plan”, to reward turning the UK business around.
Kerr points out that Thomas Cook regularly classed losses as “exceptional items”, allowing it to report an underlying loss.
Q: You did this for eight years -- and eventually your auditors raised concerns, so how can they be valid?
Former chair Frank Meysman agrees that this is a “high value”, but insist they were valid.
Q: Buy you needed to use underlying profitability to give confidence to your banks and investors...
Meysman insists that there was no deceit, everyone knew the situation.
Former chairman Frank Meysman is now challenged -- why did Thomas Cook not write down its goodwill earlier?
Meysman argues that trading looked strong, so there was no need to.
But wasn’t it a serious mistake to wait until May 2019 to booking a £1.1bn goodwill impairment relating to the merger with MyTravel, a decade ago?
Meysman denies it -- he claims that it wasn’t clear in 2018 that Thomas Cook couldn’t hit the growth targets it aimed for.
He insists that Thomas Cook’s £1.2bn debt pile was the ultimate cause of its demise.
Once “the heatwave” in 2018 came, and “the anxiety of Brexit”, the company realised it needed a new business plan, Meysman adds. That led to the profit warning in November 2018.