Co-operative Bank in shock merger approach to rival lender TSB
The Co-operative Bank has made an audacious approach about a merger with TSB in a move that could trigger a fresh wave of consolidation among Britain’s mid-sized lenders.
Sky News has learnt that the Co-operative Bank contacted TSB’s Spanish owner, Banco Sabadell, earlier this month to gauge its appetite for a deal.
TSB’s Spanish owner has been approached about a sale of the UK lender.
It is understood to have said that it would be willing to pay in excess of £1bn for TSB.
City sources said this weekend that Sabadell had indicated that it was not keen to enter into formal discussions at this stage about a merger of what by some measures are the UK’s seventh-largest and eight-largest banks.
If it did materialise, a tie-up between two of the best-known brands in the sector would create a high street lender with more than 8m customers encompassing mortgages, current accounts, credit cards and savings products.
That would make the combined business larger by customer numbers than Virgin Money, which has approximately 6.5m customers, although it would be smaller than Virgin Money as measured by the size of its loan-book.
It would also remain far smaller than Lloyds Banking Group, NatWest Group, Barclays, HSBC Holdings and Santander UK in terms of market share and high street presence.
Nevertheless, the Co-operative Bank’s approach for TSB was described this weekend by one industry executive not connected to the prospective deal as a logical move.
The profitability of UK retail banks has been hampered since the aftermath of the 2008 financial crisis, with interest rates at historic lows for more than a decade.
Analysts have for years forecast a wave of corporate activity that would see mid-sized banks bulk up, although the combination of OneSavings Bank with Charter Court Financial Services and Virgin Money’s tie-up with CYBG have proved to be exceptions.
This week, a takeover of Sainsbury’s Bank by Centerbridge Partners, the US-based investor, fell apart after the supermarket group concluded that it would not deliver value to shareholders.
If the Co-operative Bank did succeed with a formal bid for TSB, it would be a deal laden with corporate irony.
In 2013, the Co-operative Bank’s bid to acquire the branch network which became TSB was left in ruins when the scale of its own financial crisis emerged.
The Co-operative Bank, which at the time was majority-owned by the Co-op Group, one of the UK’s biggest mutuals, was forced to turn to a group of American hedge funds in a £1.5bn rescue deal.
Its former chairman, Paul Flowers, was left humiliated by tabloid revelations about his private life that led to him being dubbed ‘the crystal methodist’, and prompted an overhaul of its leadership and ownership structure.
The ensuing eight years brought further turbulence for both the Co-operative Bank and TSB, however, with the former reliant on another bailout by investors in 2017.
TSB, meanwhile, was plunged into a storm of its own the following year when an IT systems calamity left millions of customers locked out of their accounts for days.
The incident came three years after Sabadell bought TSB from public investors and Lloyds Banking Group, its former parent.
TSB’s future has been the subject of intense speculation since last year when its Spanish owner signalled that it would be open to a sale.
The odds on a short-term deal diminished in the spring, however, when Sabadell indicated that it would delay an auction process.
News of the Co-operative Bank’s unsolicited approach to Sabadell is likely to trigger interest from other suitors for TSB, which operates nearly 300 branches.
It comes just weeks after TSB confirmed the appointment of Nick Prettejohn, a City veteran, as its new chairman.
The Co-operative Bank’s ability to propose a transaction of this scale underlines its recent recovery, having announced an underlying profit of nearly £13m for the first half of 2021.
It has itself been on the receiving end of takeover interest, although talks about a sale to Cerberus Capital Management, an often controversial investor, broke down last December.
A merger with TSB would almost certainly make a medium-term exit for both Sabadell and the Co-operative Bank’s owners easier to execute, potentially through a public share sale.
In April, two major investors – Bain Capital Credit and JC Flowers – took a 10% stake in the Co-operative Bank, which some analysts interpreted as a sign that it would become more proactive in its approach to industry consolidation.
The lender’s other shareholders include GoldenTree Asset Management and Silver Point Capital, two US-based hedge funds.
Credit Suisse is advising the Co-operative Bank, while Goldman Sachs has been retained by Sabadell to advise on the future of TSB.
A Sabadell spokesman said: “This is not a transaction that we wish to explore at this moment, as we have previously expressed publicly.”
The Co-operative Bank and TSB declined to comment.
President Trump says he is firing a governor of the US central bank, a move seen as intensifying his bid for control over the setting of interest rates.
He posted a letter on his Truth Social platform on Monday night declaring that Lisa Cook – the first black woman to be appointed a Federal Reserve governor – was to be removed from her post on alleged mortgage fraud grounds.
She has responded, insisting he has no authority over her job and vowed to continue in the role, threatening a legal battle that could potentially go all the way to the Supreme Court.
Money latest: ‘RAC left me stranded on a busy motorway for four hours – then gave me £8’
The president‘s threat is significant as he has consistently demanded that the central bank cut interest rates to help boost the US economy. Growth has sagged since he returned to office on the back of US trade war gloom and hiring has slowed sharply in more recent months.
Mr Trump has previously directed his ire over rates at Jay Powell, the chair of the Federal Reserve, blaming him for the economic jitters and has repeatedly called for him to be fired.
The Fed, as it is known, has long been considered an institution independent from politics and question marks over that independence has previously shaken financial markets.
The dollar was hit overnight while US futures indicate a negative opening for stock markets.
Mr Powell’s term is due to end next spring and the president is expected to soon nominate his replacement.
Fed chair Jay Powell is seen in discussion with board member Lisa Cook. Pic: AP
The Fed has 12 people with a right to vote on monetary policy, which includes the setting of interest rates and some regulatory powers.
Those 12 include the seven members of the Board of Governors, of which Ms Cook is one.
Replacing her would give Trump appointees a 4-3 majority on the board.
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July: Fed chair has ‘done a bad job’, says Trump
He has previously said he would only appoint Fed officials who support lower borrowing costs.
Ms Cook was appointed to the Fed’s board by then-president Joe Biden in 2022 and is the first black woman to serve as a governor.
Her nomination was opposed by most Senate Republicans at the time and was only approved, on a 50-50 vote, with the tie broken by then-vice president Kamala Harris.
It was alleged last week by a Trump appointed regulator that Ms Cook had claimed two primary residences in 2021 to get better mortgage terms.
Mortgage rates are often higher on second homes or those purchased to rent.
She responded to the president’s letter: “President Trump purported to fire me ‘for cause’ when no cause exists under the law, and he has no authority to do so,” she said in an emailed statement.
“I will not resign.”
Legal experts said it was for the White House to argue its case.
But Lev Menand, a law professor at Columbia law school, said of the situation: “This is a procedurally invalid removal under the statute.
“This is not someone convicted of a crime. This is not someone who is not carrying out their duties.”
The Fed was yet to comment.
It has held off from interest rate cuts this year, largely over fears that the president’s trade war will result in a surge of inflation due to higher import duties being passed on in the world’s largest economy.
However, Mr Powell hinted last week that a cut could now be justified due to risks of rising unemployment.
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