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In December Anton Bilton led Raven's swoop to snap up Swan Hill. In his
first major interview since the controversial acquisition, he tells Steve
Menary how the deal came about and his plans for the firm
Hold on a moment" says Anton Bilton, on realising that the interview
involves having his photograph taken. 'A button's come off my shirt -
I think I'd better put my jacket on'
With that he's gone, flitting in and out of rooms in his offices at the
top end of Knightsbridge overlooking Hyde Park searching for the discarded
jacket
Having been in Mexico until mid-January, this is the first interview he
has given about his company Raven Group's December takeover of listed
housebuilder Swan Hill.
"There's only so much I can say at the moment" he says after
returning with a jacket and slightly embarrassed apology for the delay
- then proceeds to say a fair bit The acquisition valued Swan Hill at
£48 million but was an innovative deal that did not see any cash
change hands.
Instead, Swan Hill's shareholders swapped each of their shares for stock
of the same value in a cash shell owned by Raven that is listed on the
junior Alternative Investment MarketRaven is already involved in housebuilding
and acquires and redevelops run-down buildings, such as old schools, stately
homes and a chain of 11 former NHS hospitals. But anyone thinking the
Swan Hill buy-out was an expansion of these activities
would be wrong.
"We're not looking to run Swan Hill in the long-term," he explains.
"And we didn't do this to take advantage of a quoted vehicle; we
did it to take advantage of the discount in the share price.
"We're not looking at breaking the business up - our game plan is
that we've bought into Swan Hill at a good value and we're looking to
sell the business on in its entirety"
Having snapped Swan Hill up at 80p per share, Raven wants to offload the
business for closer to the value of its assets, which Bilton puts at 130p
per share and believes is achievable.
Swan Hill's board wanted 100p per share as long ago as 2001 before realising
that a buyer may not want its property portfolio. Much of this was sold
but no buyers emerged and by last autumn, Raven was - to use Bilton's
words - "hot" on the deal.
Instead of approaching Swan Hill's board and chief executive John Theakston
directly, he approached the four largest institutional shareholders that
controlled 51% of the stock with his innovative proposal.
This was the deal: Raven Mount would be floated on AIM in December as
a cash shell with £2 million of Raven Group's money to show willing.
Swan Hill's shares would transfer over to form
Raven Mount and Bilton and his partners would take a 15% cut of any increase
in the sale value of this business - the same proportion as the other
shareholders.
When the four shareholders agreed, Swan Hill's management was stumped
and the deal went through.
nothing personal
Occasionally Bilton asks for the tape recorder to be switched off but
only for a spot of property gossip and is unfailingly polite about Swan
Hill's board throughout the interview.
"This was nothing personal. It was strictly a business opportunity,"
insists Bilton. 'They've been really charming, nice people and couldn't
have been more professional."
Building work is continuing on all Swan Hill's sites as normal and he
wants the 130 staff to remain and continue demonstrating the value in
the business that he wants to realise.
Raven has drawn up an information pack on Swan Hill and this will be sent
out to interested parties in early February.
Bilton expects three types of potential suitors for the firm: northern
housebuilders looking to move south, Irish firms wanting to move or grow
in the UK and companies just wanting to expand. He admits to having had
a lot of expressions of interest and says: "I'd be disappointed if
we weren't in discussions with someone by the end of February."
Bilton acknowledges that despite the interest being shown, concluding
a deal at the right price is not simple because Raven must demonstrate
what they perceive the real value of Swan Hill is to a prospective buyer.
At one point Bilton refers to Swan Hill as "sleepy" - an adjective
used in a newspaper headline about the deal, which at least shows he reads
his own stories - only to correct himself, apologising to the firm's staff
as he does so.
Yet the firm's reputation is not the problem and Bilton himself praises
the quality of Swan Hill's houses but admits that the landbank, the principal
asset may present a problem.
Despite many smaller quoted housebuilders being gobbled up for their land
in recent years, Swan Hill's landbank - 648 plots at the last count in
September 2003 - is not massive. As a simple comparison, last year Wilson
Bowden paid £29.1 million for Henry Boot's northern based housing
business, which had 1,332 plots.
The fast-talking but friendly Bilton has already said far more than expected
and prefers not to elaborate on the landbank issue but, when pressed,
admits to having another plan for Swan Hill.
"If we don't sell the business for what we think is the right value,
we will focus on the sheltered housing sector," he adds. "You
only have to look at McCarthy & Stone to see the value there. What
we would do is bring in the expertise"
fall-back
option
This would only be a fall-back option and, as Bilton has been linked with
a take-over of clothes shop Austin Reed, this suggests his foray into
the mainstream of the housebuilding industry may be brief.
Not so. Instead, he has an investors view of the industry.
'What annoys me about the housebuilding industry is that it's all about
how many homes you build and that's a lot of crap," he says. "It's
an anomalous appraisal of the industry. I'd rather build one home a year
and make £400 million."
That sounds like a line from Wall Street the hit 1980s film about corporate
excess, and one that would be met with a pugnacious response from Downing
Street
Yet the slender Bilton has far more charisma than Gordon Gekko, the overblown
antihero of Oliver Stone's epic -
certainly enough to attract Tara Palmer Tomkinson and model Lisa B as
girlfriends and make him a doyenne of the gossip columns.
Raven does build homes, albeit fewer than 100 in 2003, but Bilton, the
grandson of property tycoon Sir Percy P lton, prefers to describe his
company as a merchant developer - and he sees the housebuilding industry
as ripe for development
Apart from the retail sector, he believes that housebuilders are among
the most undervalued businesses on the stock market
If he can sell Swan Hill and demonstrate to the big institutions that
his plan works, Raven will look to apply the same formula to bigger firms
and he sees plenty of targets.
"With our structure, we could do a similar deal for a business that's
valued at £800 million," he adds.
"What we're bringing is strategic direction at board level. We want
to get into attractive value situations where the existing management
would perhaps be less willing to put the business up for sale.
'We didn't do this deal for just this transaction and to make some money
on Swan Hill. We want to show these institutions that we can do it again
to make some more money."
With that he graciously poses for a few photos and dashes off to lunch,
the button on his shirt left unfound.
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