Financial Times FT.com

Sorrell drives F1 shake-up

By Christian Sylt and Caroline Reid

Published: February 11 2009 19:48 | Last updated: February 11 2009 19:48

Sir Martin Sorrell and Peter Brabeck, the chief executives of WPP and Nestlé, have taken shares in Formula One’s holding company as part of a shake-up in the motor sport’s ownership.

Documents filed at the end of January show that Jersey-based Delta Topco issued 90.7m new shares in 2008 taking its total to one billion. Mr Sorrell’s and Mr Brabeck’s stakes were each bought for a nominal price of $27,000 and represent 0.3 per cent of the total shares issued.

On the basis of the $2bn put into Formula One when CVC, the private equity bought it in 2006, that gives Mr Sorrell and Mr Brabeck stakes in the group worth an estimated $6m apiece.

Both men are non-executives of F1. Observers believe the share issue – which also sees Bernie Ecclestone, chief executive, allocated a 5.3 per cent holding worth an estimated $100m – is part of a tactic by CVC to offer long-term incentives to directors.

Other senior managers, including F1’s lawyer Sacha Woodward-Hill, its accountant Duncan Llowarch and Patrick McNally, founder of the sport’s VIP hospitality and track side advertising divisions, all become 1 per cent shareholders.

CVC’s own stake is diluted from near 70 per cent to 63.4 per cent. Bambino Holdings, Mr Ecclestone’s family trust, is also a leading shareholder, with an 8.5 per cent stake.

The latest reshuffle in F1’s ownership will not be the last. The group’s second-biggest shareholder after CVC is Lehman Commercial Paper – the Lehman Brothers subsidiary that is the agent on the majority of the company’s loans – with a 15.3 per cent stake.

The division went into Chapter 11 bankruptcy protection in the US last October, giving CVC the option to acquire its shares. The division is now in the hands of administrators.

“If a shareholder becomes insolvent then the board can demand that its shares are transferred to a party of its choice at fair value, which is set according to a formula,” said Nick Clarry, CVC’s UK managing director.

In theory, if CVC does not buy Lehman’s shares, the bank’s administrators could hold on to them in the short term and seek another buyer. But Mr Clarry said: “In reality we are the only buyer. We have made an offer to buy Lehman’s shares in the past and may do so again.”

When CVC announced its acquisition of F1 in November 2005, it said the sport’s management would also hold a portion of the equity but, so far, Mr Ecclestone has been the only one of the team to hold shares, though even his stake, until now, has been negligible.

CVC bought its stake in F1 in 2006 from Bambino and the creditors of defunct media group Kirch.