Cadbury – a foreign owned company is taken over by new overseas shareholders

Many of Cadbury’s shareholders who will shortly vote to sell their company are overseas individuals and institutions. In this gobal world one group of overseas shareholders will sell to a new group of overseas shareholders. It is not quite as some present it. The Cadbury family ceased to own and control it years ago. As a major quoted company on an international stock market anyone can come along and buy shares.

Cadbury is currently led by an international management team. It is true the UK is well represented in that team. It is the senior managers who are keen to sell to the new overseas shareholders. The new shareholders will put in a different international management team, which will also include some British people in some of the important jobs.

Of course there is in me that same feeling as many share today. Why can’t we have great British brands, with products from good British factories, owned by British shareholders? Wouldn’t that be good? The answer to both, is Yes, we can and it would. No government, however, is going to stop British managers selling out if they wish, or stop international shareholders selling their shares for a good price, unless there is a competition policy reason to block the merger. Cadbury ceased to be a plucky British company years ago. Fewer than 10% of its employees work in the UK.

Will the UK factories survive? I hope so. The truth is that British managers and British shareholders have been known to close UK factories and switch produciton abroad when the figures show that is the right commercial thing to do. British ownership does not protect all UK jobs. Foreign ownership does not mean automatic closure. Nissan. Toyota and Honda have done much more for UK motor industry jobs than Britsh Leyland, Rover and the UK government did. Time will tell how much commitment to the UK Kraft will have. The workforce and the British government can make the future of the British factories more certain by their actions. It needs to be better made in Britain. The UK needs to have an attractive tax and regulatory system so people want to invest here.


  1. Letters From A Tory
    January 20, 2010

    I was reading this morning that Unite want Secretaries of State to have a veto on all 'foreign buyouts' in future that don't work in the national interest, whatever that means.

    Desperate measures from desperate unions.

  2. waramess
    January 20, 2010

    The trick is of course as foreshadowed in one of your recent postings: we must have a political and tax environment that encourages new ventures. These will fill the void that might be left by the reconfiguration of a mature British company newly acquired by a foreign owner.

    Cadburys is now a mature business and like all mature businesses it is a cash cow which makes it a very attractive prospect to the likes of Kraft. To the extent that Kraft move any of its operations overseas then that is taxation lost to the UK.

    Politicians often behave as if the corporate health of this country will look after itself no matter how much of a caning they give it. They are wrong.

    The country has been heading slowly downhill with the slope disguised by its gas and oil revenues whilst its regulation and taxation policies have been increasing.

    We now need a fundamental shift in policy such that the purchase by foreigners of companies like Cadburys is hailed as as a gain rather than a loss.

    For the revenue collectors it is similar to the Laffer Curve: it's not an increase in the rate of tax that will increase revenues it is an increase in the numbers of companies that pay the tax.

    The problem has been ignored by successive governments and what we need now is not a competetive tax and regulatory regime but something altogether more radical; something that will actively attract entrepreneurs to set up shop here

  3. Kevin Peat
    January 20, 2010

    It feels like asset stripping to me and is demoralising. You make good sense of it all in this article.

  4. JimF
    January 20, 2010

    I agree that in an open market the main determinant of whether any business stays in the UK, whoever owns it, is determined overall by the tax and regulatory environment. It is the textbook answer and is formally correct.

    However I think some account needs to be taken of the change to a North American-centric way of looking at things by management, which is bound to happen in this case. The argument has to be whether it is better to try and build a Company like Cadbury's from a UK/European base, and for managers here to make UK- or Euro-centric decisions about investment, R and D, and so on, or to cede these functions to a larger American-centric organisation. Of course in the end we can all argue that the best British managers will have every opportunity to contribute to decisions in the new organisation, la-de-da. This has as much relevance as Willy Walsh running BA has to the Irish economy.

    In the end, though, rightly or wrongly, the opportunity to build a global organisation from a medium-large sized organisation out from the UK has, once again, been lost. Maybe we have to accept our place in the post 2000 world as a supplier of management, technical expertise and as a "spanner-shop" for Companies actually run from overseas.

  5. Wight Tory
    January 20, 2010

    I saw you on Newsnight and thought the whole piece was as it should have been – balanced, informative and factual.

    Long gone are the days of the British at all costs, the free market demands that the freedom of trade should prevail at all costs, it can't be a one-way street. You too are correct to suggest that the competitive nature of business hinges on effective rules in which trade grows depends on the Government of the day having legislation that supports this rather than hampers it.

    Much of what has been introduced by Labour has damaged the UK's tariff in global trade freedom and hope that much of what has gone before us in the past 12 years gets made good. There has only been one rule that I would say that Labour has got right, the minimum wage has stopped the abuse of the employees in the main into a living pay packet, I hope the Conservatives continue with this policy.

    1. mikestallard
      January 20, 2010

      I mix with a lot of Eastern Europeans who work in factories. Yes, each one gets the minimum wage. However, out of their wages comes the Agency commission which can amount to 50% of the wage packet. Oh – and non agency workers are not employed……And then, on the farms, there are transport and the barracks to pay for. Even in our little country town, too, we have had a brothel closed with, I presume, all the degradation and semi-slavery which that entails.

  6. Brian Tomkinson
    January 20, 2010

    This takeover bears all the hallmarks of a disaster waiting to happen. Kraft is borrowing a colossal amount to buy Cadbury and I fear that both companies will be damaged as a consequence. This has happened time and again when one company becomes obsessed with the desire to buy another at almost any cost.

    1. Robert George
      January 21, 2010

      Brian Tomkinson has got to the kernel of the matter in few words.

      John, in your piece you only examined Cadbury, not Kraft. Kraft is a weakly managed poorly performing conglommerate. When Warren Buffet warned them not to pay too much he was not necessarily saying it was too much for Cadbury but that it was definitely too much for Kraft. The only way that Kraft can make money from this is through redunduncies and asset sales. That may shore up Kraft's share price in the short term but what long term plans do they have? – none that I'm aware of.

      The short term advantage to Kraft will enable them to get rid of any ambitious Cadbury men – oh yes they will; then as interest rates start to rise the full horror of Kraft's mistake will emerge.

      Still the hedgies and bank advisors have made a squillion – at the expense of the real economy again. Watch what Buffet does with his Kraft shares.

  7. Dave
    January 20, 2010

    My main concern (and one which I suspect is universally shared) is that they keep the original recipes for the products. US chocolate is foul stuff, worse than Belgian chocolate. Any moves to tinker with a quintessentially British taste experience will destroy the brand.
    Whether Cadbury's continue to produce their confectionery in the UK, while of concern to the local communities involved, is less important. If they change the recipe, it won't matter where they make it.

  8. B.O.F.
    January 20, 2010

    A short time ago Cadbury were going to shut down the Fry's factory here near Bristol and move production to Poland. Perhaps this should be 'bourne' in mind before anyone gets too excited. Also, as Cadbury did for chocolate what Kraft did for cheese, perhaps they deserve each other?

  9. Andrew Duffin
    January 20, 2010

    "The UK needs to have an attractive tax and regulatory system so people want to invest here."

    This is a key point.

    If you look at Pharmaceutical manufacturing (for no reason other than that I happen to know a bit about it), most of it has been moved to either Ireland or Singapore.

    Now, what could those two countries have in common, that the UK doesn't have?

    (Hint: it's to do with tax rates!)

  10. David Belchamber
    January 20, 2010

    Geoffrey Robinson (I think) last night said on C4 News that there used to be a 'public interest' clause that could be invoked but that the government had removed it.

    If that is true, which government did so?

  11. Stronghold Barricade
    January 20, 2010

    Do we yet know if Cadbury/Kraft will still be quoted in the FTSE in the UK?

    If not, surely it is depriving investors in the UK of revenue possibilities and it will also affect the FTSE, and for those who wish to invest there is a flight of capital from the UK. Amazing, exactly the kind of people that Labour are targeting through their punitive taxation system

  12. Willy Wonker
    January 20, 2010

    You self evidently have a callous disregard for the plight of the Terry's Chocolate Orange that was outlined on LeftWingNight … errr … I mean Newsnight on Tuesday evening (19/01/10). I will never be able to eat another one of those oranges now I know they are in fact made in Poland (or some neighbouring former Soviet State).

  13. Frugal Dougal
    January 20, 2010

    If Labour wins, would the last person out of Britain lock the factory gates?

  14. Iain
    January 20, 2010

    When the country is so short of tax revenue I am surprised that our politicians can have such a couldn't care less attitude.

    Cadburys had a lot of earnings from abroad, that I presume that and the tax revenue is now going to be repatriated to the US. BOC was well placed in the Far East, but having been flogged off to a smaller German company, that revenue is now going to Germany. Pilkington’s was a market leader in glass, lot of glass clad buildings have gone up, but that tax revenue is going to Japan and the smaller Japanese company that bought Pilkington’s. P&O was flogged off the Dubai sovereign fund, that revue is going to the middle East. Gordon Brown flogged off Westinghouse to Toshiba, who landed a $60 billion order from China, shame we won't see any of that revenue.

    We must be rolling in money for our politicians to not care one brass farthing for all this income. No doubt they, having sold us out to Brussels feel at one with the City boys who are flogging off all our assets. It doesn't matter if its a small badly run company or a large well run company, roll up roll up , they are all in the British car boot sale, and all have got to be flogged off. After all how are the city boys going to get their new Ferrari or Porsche if they don't churn and burn British assets? The City boys are about to trouser a £250 million for flogging off Cadburys. And that churn and burn is exactly what we have seen with our utilities, as they have been churned to US utilities then to France and Germany, the City taking their cut every time they put them in play. But then who cares? Management? No they don't care they will be well looked after. City boys, no its loads of money time for them. Our politicians? No they wouldn't recognise a national interest if it smacked them in the face.

    How different it was, when there was some national pride, when everything wasn't up for sale, when we had a national interest. Churchill understood we had a national interest when he sought to secure fuel supplies for the Navy, this led to them supporting Darcy getting drilling rights in Persia, and when he ran into trouble a ‘Syndicate of Patriots’ was put together to develop the oil fields, this led to the creation of BP, that as a company has generated more than a few quid of the exchequer. Now it would have been flogged off long before it could generate any income for the country. Can't have the British tax payer benefiting can we now? Definitely not cricket, no much better to have the US, Japan, Germany, France, Middle East have the benefits.

    When Gazprom comes for British Gas, and the City boys are salivating over the new Ferrari and Porsche brochures, will Westminster put up a whimper of protest, will it understand that we have a national interest? I won't hold my breath!

    PS Isn't Westminster the most poorly performing asset we have, why don't we flog that off?

    1. alan jutson
      January 20, 2010


      Agree with many of your sentiments BUT:

      Who the hell would pay good money for Westminster !!

      1. Paul S
        January 20, 2010

        There are other simple ways to restrict foreign takeovers and retain the benefits of UK ownership. Rolls Royce PLC and BAE share ownership is restricted to 15% ownership by a single entity. This could be introduced to apply to the key companies still based here without affecting the market much. There are not many key ones left anyway.

        I too watched you on newsnight last night and it was hard to disagree with what was said. The point made below about Mrs T not letting this happen is bang on. I believe she would not have allowed this sell off. Nearly £400 billion in 4 years gone into foreign hands. That is serious in any analysis and explains the depression felt by the majority of the population about our collective self worth. Maybe we should take some lessons from France.

        Last year I was based at the Railway Technical Centre in Derby. The site was the former HQ for British Rail Engineering Ltd. There is a lot of history there but no soul left. The HST and APT were designed and developed there. Over the road they were built by BR. The RTC is now owned by a developer and a hotch potch of companies are based there doing various things but no proper train design work. Over the road the old sheds are owned by Bombardier. All R&D and advanced tooling is done in Canada. Parts for new trains are shipped in flat pack and assembled. Last year the HST replacement was awarded to a Japanese company. Depressing.


  15. Michael Lewis
    January 20, 2010

    Sensible arguments, but for some reason, I have the vision of Kraft CEO as some harridan, (damag -ed)ing our creme eggs. To paraphrase Charlton Heston, she can take my creme eggs, from my cold dead hands.

  16. Mark
    January 20, 2010

    The CEO of UK plc has already mortgaged the nation and promoted the Ponzi scheme whereby homeowners do likewise. The latter in particular have borrowed from foreign interests, which prowl awaiting the real loan application to come in from UK plc to cover the pile of invoices that remain undiscounted in the BoE.

    By the time assets have been sold to pay down debts not much will remain under the real ownership and control of UK interests.

  17. Kevin Peat
    January 20, 2010

    Why are we being defenestrated of our primary manufacturers at a time when we all agree that banking can no longer be depended upon ?

    The reality is that Britain is in its last throes. There is nothing any government can do to stop it and the Tories will go down in history as the party which sounded the death knell if they are not careful. In fact they do share culpability: for abandoning their core voters and letting Labour run riot.

  18. […] Moulton, whom I have seen speaking on economic issues and can be very old school.  It is also on Redwood’s Blog: The truth is that British managers and British shareholders have been known to close UK factories […]

  19. no one
    January 20, 2010

    yea but the japanses car factories need to be in europe as there are resrictions formal and informal on car imports from japan

    there is no such restriction on chocolate imports from the rest of the world

    manufacturing in this country is in a mess, and this will increase the risk of it getting worse

    yep shareholders should be able to buy and sell as they wish

    things we should protect though are in international mergers the intellectual property is stripped out from the british firm and moved abroad, reducing the ability of UK PLC to compete

    when BMW owned rover they stripped out some of the patents, when ford owned jag they took some of the patents, and so on

    the problem for a 1st world country like the uk is that our leading IP is all that seperates us from the lower cost economies

    internationals buying out businesses, stipping the most valuable IP be in in production techniques, product features, and so on, and moving the IP abroad, leave the UK increasingly weak

    countless times have brits led the world, been bought out, staff used to train foreigners, and then we struggle to compete a few years down the line

    open markets need some kind of restrictions to protect the IP of countries like the UK as thats our only real value in the world

    and then of course the other thing is the usual rationalisation agenda of moving back office functions abroad often to the cheapest country they can find and so on

    and last but not least is the tendancy to hire lots of workers from outsourcing companies who bring the staff in on intra company transfer visas and so on and undercut the british workforce

    brits should not be competing with workers from outside the EC in our own country, this is a stupid way to run the economy

    so while i sympathise with much of what you say we also need to add a sensible veneer of protecting british interests in the way that mrs T would have done

    1. David Price
      January 21, 2010

      In the west a system of protection developed based on patents and related IP laws. However, these are not honoured in the low cost countries. The problem is compounded by the barrow boy/trader mentality of the city and executives who apparently don't see any difference between chocolate and advanced software or coffee beans and engine designs.

      I also get the impression that in some cases the execs seem to find that cashing in the company they are responsible for is a lot less bother than keeping the company going and making a profit. The shareholders don't see an issue because they get cash and or shares, but the assets, IP and capabilities go elsewhere.

      But how do you motivate people to develop these skills and ideas over years if they are then simply given away? What infrastructure and economy do you gear for. If all you do is make a commission on moving money and assetts from A to B you don't need a lot of power stations or a transport infrastructure etc.

      On an earlier blog a lot of contributors referred to Ayn Rand's Atlas Shrugged. They suggested the entreprenuers and business executives would do a "John Galt" and stop contributing to a system where the looters and moochers (ie government and dependents) stole the results of their effort.

      Well these people depend on professionals to enable their enterprise. They depend on engineers, scientists and other professions to innovate the technologies and solutions in the first place. Export these jobs and manufacturing to the East and you may get the current generation of phones cheap, but where will the next innovation in technology or drugs or aircraft or power generation come from?

      How are these executives with a personal exit strategy any different from Ayn Rand's looters?

      If the people who invent and maintain these technologies of modern society decide to do a "John Galt", to withdraw their ideas and capabilities from the market place, what happens then?

      1. no one
        January 21, 2010

        Re "In the west a system of protection developed based on patents and related IP laws" yes but protection is usually in favour of the company that owns the IP

        there is little protection for the country that came up with the IP

        when companies are bought and sold the way they are now I think we need to add some protection to the IP which is country as opposed to company centric

        much of the leading IP is anyway part funded by the UK tax payer through university research and so on

        much of the leading IP comes from the hard work of decent honest brits

        allowing international companies to strip the IP away from the UK with each merger and divestment is killing this economy

        so the way IP protection works needs to change

        otherwise why should the UK invest in research and so on?

        and we need to react much more quickly to phenomina such as mass import of low to middling staff from the lowest cost economies abusing intra company transfer visas and so on

        the british workforce can be world leading but its talents need protecting, and it needs a level playing field with competitor nations

        1. David Price
          January 21, 2010

          I think we are agreeing. Patents and legal IP protections don't work in a market where some members don't agree with the restrictions. My concern is that these assets are sold at a price, but often given away, which does not reflect their real cost of development or replacement. There also seems to be how long things really take to develop and how a diverse skill/knowledge base is beneficial. Instead everything is short term.

          So the economists talk about incentives for the investors and entrepreneurs, usually suggesting a better tax regime. But that doesn't develop sustainiable business or ideas or innovation. It isn't providing incentives for people to spend 5, 10, 15 or so years developing the key skills which enables those innovations or companies to spend equivalent time in research.

          My point about the Atlas Shrugged comments is that you need to worry about the creators of innovation as well as the creators of wealth otherwise they too will strike or not even go down that career path.

  20. mikestallard
    January 20, 2010

    I taught with an excellent teacher who was from the local Comp next door, in York, to the Cadbury's factory. One day, she told me, a boy cheeked her. She told him that, if he did it again, she would see he was not employed by Cadbury's. He never did, because that was his life's ambition, to follow his family tradition.
    It all goes terribly deep.

  21. Andrewg
    January 20, 2010

    The most interesting multinational companies are the new kids on the block – Google, Apple, in the States, Autonomy and Sage in GB. These companies use the extensive IP and educational knowhow of their population to innovate in a way that BRICS cannot, even though China is catching up fast.

    I entirely agree with your comments about Cadburys but worry that your party is not committed to entrepreneurship, vital to get this country back on its feet. Ken Clark's Entreprise Investment Scheme was a great success. We need that again, allied to rebates for employment and a complete overhaul of business taxes. I see nothing in current Conservative policy that addresses this issue.

  22. Matthew Reynolds
    January 20, 2010

    You did very well on News-Night yesterday when discussing this matter.Personally being a portly sort of bloke I should not even be thinking about chocolate.Being thin is wasted on the thin-they dod not know how lucky they are ! I am quite content to have Hercule Poirot's brain – his waistline I could do without !

    But you are right John as with a lighter regulatory burden and more a pro-investment low tax system coupled with better transport and higher skills levels then this would not be a problem.

    A massive expansion of apprenticeships and building a shed load of privately funded toll roads would help.Reversing as many of Labour's regulations on private business as possible would help as would regulatory opt outs for small & new enterprises. Ending the gold plating of EU rules would help.

    Axing the 50% tax band along with Capital Gains Tax and stamp duty on shares would help as would a funded plan to get corporate taxes to one 10% flat rate in six years.We need a low,stable and simple tax regime to get investment in business going again.

    Also slashing public spending and borrowing would be good as we want investors putting money into private sector expansion not into bonds to saddle future generations with the interest on excess government debt.

    All of that would spur investment in manufacturing as if people knew that they could move things and staff around easily and that there was a high skilled workforce then they would relocate to the UK.Having a determined attack on regulation via sunsetting clauses on new rules and axing two existing rules for every new rule introduced would help.As would giving each department of state the money they spend regulating private business as a fixed item of spending to be driven down year on year would deter excess regulation from being created.

    John on TV last night and in this post you are talking much sense.Thanks goodness for some sanity in public policy discussion !

    1. DBC Reed
      January 21, 2010

      This communication encapsulates the current right-wing predicament.It calls for low public taxes and improved infrastructure and skills paid for by private taxes (such as road tolls /Rebecca Riots?).The Private Sector will still end up paying-and why not if, as Mr Redwood now says the private sector was bloated.On what exactly?His attitude would now appear to be : OK private sector excess became, well, a bit excessive and so the public sector will have to pay the money back through savage cuts and job losses.A real vote winner.
      This site appears to be dominated by free-market fundamentalists who believe that the market can do no wrong.Would one of them please explain why somebody who has put no money into a company,having bought his shares off somebody else (looking for speculative profit) has the right to determine the fate of enterprises. In most cases the workers have put more into the companies,having in many cases subsidised them for generations with labour sold for less than its worth, the foundation of company profits.
      Then the free market extremists quite happily see whole British factories packed off abroad for the cheap labour.
      It must be so easy and incredibly leisurely to be a free market cultist. President Coolidge spent some days packing apples ,it being so important to let the market do the work for him. In the Great Depression.

      Reply: Both the private sector – banks and housing/mortgages – and the public sector became bloated. Both sectors are having to make cuts. I am describing what this government is doing, not some "right wing" policy.

      1. DBC Reed
        January 21, 2010

        Mr Redwood's reply appears to suggest that too much money got sucked into the private sector housing market:that house prices got ludicrously over-inflated.This is rather a break from Conservative Party dogma that never-ending house price rises are a good thing, especially for the political parties that depend on the homeowner bloc vote.I am not so partisan as to believe for one moment that only the Conservative Party is careful to avoid upsetting the home-owners: I had the unpleasant experience of reminding my local Labour Party MP that she had put her name down for an APPG on LVT which she reneged on for fear of losing votes.The Conservative MP had suggested the APPG in the first place.
        Fact is unless there is all-party agreement to peg house prices while increasing the money supply to other more productive sectors ,the economy is doomed in one way or another.While the parliamentary process is seriously compromised.
        I await instruction on why absentee shareholders have the right to determine the fate of enterprises.Rather a long wait I expect.

        1. Not an Economist
          January 22, 2010

          "Fact is unless there is all-party agreement to peg house prices while increasing the money supply to other more productive sectors ,the economy is doomed in one way or another."

          In this instance you will simply have an unfunded monetary boom in another part of the economy: that alternative sector will expand but it will be nothing more than a castle in the air with monetary expansion rather than real savings as its foundations. Once the boom is over – once interest rates return to levels set by the market – so those sectors will crash the way the housing market has crashed in recent times.

          I really don't think that is a particularly clever way of planning this country's (economic) future but then thats Labour Party thinking for you – muddled, ill thought out nonsense. Time for a change me thinks.

      2. Matthew Reynolds
        January 21, 2010

        Well put John !Private business is having to raise its productivity be getting people to be more flexible and is trying to save money off of overheads where possible.M&S is saving money by boosting sales and cutting costs by being ultra ethical via Plan A.I suggest that this noisy critic reads up on what M&S has done with Plan A and sees that it is not 'right-wing' to be a prudent at a time of stringency – just common-sense.

  23. […] nodding in agreement with, has correctly pointed out that as things stand at the present time only 10% of Cadbury employees actually work in the United Kingdom. As he also observes, British ownership does not in any way whatsoever mean British jobs […]

  24. Adrian Peirson
    January 25, 2010

    More asset stripping, offer people enough money and they will sell, this is how they managed to pursuade the british public to sell their British Gas shares.
    It's also part of the agenda to demoralise and undermine Britain and the British.
    We are now a region of Europe, the words Britain and British must be eradicated from the pages of history.
    Look at Norwich Union, what is it called Now, there are hundreds of other exambles.
    Britain and the British people are being rebranded.

Comments are closed.