Investors Accept a Share of the Blame for Rio's Woeful Takeovers

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Published: Thursday, 17 Jan 2013 | 6:17 PM ET
Ian Waldie | Bloomberg via Getty Images

Top shareholders in crisis-hit Rio Tinto have identified an unusual scapegoat for the hapless takeovers that triggered the company's eye-watering $14 billion writedown - each other.

Chief Executive Tom Albanese, who led a top-dollar purchase of the Alcan aluminium group, and Doug Ritchie, the executive who secured Mozambican coal business Riversdale, both lost their jobs on Thursday after Rio confessed how badly their deals had turned sour.

Parsing the company's announcement, investors came to a rare conclusion. Rather than demand further scalps from the Rio board, several said they had only themselves to blame for failing to veto acquisitions that looked so wildly overpriced.

"It is really simple. Big acquisitions, especially big acquisitions at big premiums, are really dangerous. We've known it for years," one of Rio's 15 largest shareholders told Reuters. "It's just that human desire and psychology fight against that evidence."

Thursday's reactions suggest the 'shareholder spring' - the trend identified last year in which investors acted more like owners than passive bystanders (and in the process torpedoed several blue-chip companies' pay packages for senior executives) - may have longer to run.

Albanese was the muscle behind Rio's takeover of Alcan in 2007 - a $38 billion miscalculation that came at the end of a commodities boom and on the eve of a financial crisis which brought chaos to global markets.

Rio's offer for Alcan eclipsed an earlier bid from Alcoa by more than $10 billion and despite some whispers of discontent, shareholders seduced by the banker spin voted convincingly in favor of the union.

(Read More: Rio Tinto Blame Game Begins After $14 Billion Writedown)

Albanese and Ritchie then gave chase to Mozambique-focused coal miner Riversdale in 2011 during a short-lived period of calm in a volatile global economy.

Optimistic estimates on future market demand and the quality of Riversdale assets helped Rio trump rival bids. Again, the majority of shareholders accepted the deal. But since then, like many others in the region, Rio has struggled with poor infrastructure between pit to port, and has had to cut estimates of how much coal it can deliver.

(Watch Now: Rio Tinto: Cautiously Optimistic on China)

"Mozambique is more of a surprise but the industry's record on acquisitions is appalling and Rio is not alone in destroying shareholder value," said a second shareholder among Rio's ten largest investors.

Even investors who opposed the deals say there's a limit to how much blame they can deflect back to management and board.

"We always thought Alcan was a poor deal (but) I would not be agitating for the chairman to go," said a third large investor adding Rio had done enough by way of making amends.

Rio shares closed just 0.5 percent down on London's FTSE 100 in spite of the high-profile sackings, suggesting that investors were braced for bad news long before the company announced it would atone for its unsuccessful M&A activity.

Striking a newly cautious note, the investors called on their cohorts to look harder at the next alluring deal to come to the table.

"The M&A bankers come out with great stories, the managers get excited about scale and it's up to shareholders to identify ill-discipline and react to it," the first investor said.

"It's a perpetual cycle. Scaling up, storytelling, realization, regret, forget and then there's a brand new story. We're in a phase where in this particular industry, people are starting to pay the price for hubris."

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