Baugur Group
Encyclopedia
Baugur Group was an Iceland
Iceland
Iceland , described as the Republic of Iceland, is a Nordic and European island country in the North Atlantic Ocean, on the Mid-Atlantic Ridge. Iceland also refers to the main island of the country, which contains almost all the population and almost all the land area. The country has a population...

ic investment company
Investment company
An investment company is a company whose main business is holding securities of other companies purely for investment purposes. The investment company invests money on behalf of its shareholders who in turn share in the profits and losses....

. The group applied for bankruptcy protection in February 2009, after placing its UK arm in administration.

History

In 1989, The Baugur Group was started by the opening of a single 'Bónus' supermarket in Reykjavík
Reykjavík
Reykjavík is the capital and largest city in Iceland.Its latitude at 64°08' N makes it the world's northernmost capital of a sovereign state. It is located in southwestern Iceland, on the southern shore of Faxaflói Bay...

 by Jón Ásgeir Jóhannesson and his father, Jóhannes Jónsson
Jóhannes Jónsson
Jóhannes Jónsson is an Icelandic businessman and one of the founders of the investment company Baugur Group, which applied for bankruptcy protection in February 2009. He founded the Bónus stores in Iceland in 1989 with his son and president of Baugur Group, Jón Ásgeir Jóhannesson....

. The company grew quickly and within three years was operating several supermarkets in Iceland. In 1992, the owners of Hagkaup, the leading domestic retailer, acquired 50% of shares in Bonus. In 1993, Hagkaup and Bónus established a joint purchasing company named Baugur.

Hagkaup
Hagkaup
Hagkaup is an Icelandic hypermarket chain owned by retail company Hagar. Its concept is wide selection of food and non-food products including clothing, electronics, entertainment, seasonal goods and toys.- History :...

 was established over 50 years ago and, as a retailing pioneer, opened both supermarkets and department stores in Iceland. Hagkaup and Bonus merged as Baugur in 1998 and Jón Ásgeir Jóhannesson became the company's President and CEO. Baugur was listed on Iceland Stock Exchange
Iceland Stock Exchange
NASDAQ OMX Iceland or ICEX was established in 1985 as a joint venture of several banks and brokerage firms on the initiative of the central bank. Trading began in 1986 in Icelandic government bonds, and trading in equities began in 1990. Equities trading increased rapidly thereafter...

 the same year.

In 1999, Baugur signed franchise agreements with The Arcadia Group
Arcadia Group
The Arcadia Group Limited a British company that owns the high street clothing retailers Burton, Dorothy Perkins, Evans, Miss Selfridge, Topman, Topshop, Wallis and BHS, and the out of town chain Outfit, which sells lines from the other group chains...

 and Debenhams
Debenhams
Debenhams plc is a British retailer operating under a department store format in the UK, Ireland and Denmark, and franchise stores in other countries. The Company was founded in the eighteenth century as a single store in London and has now grown to around 160 shops...

 for Scandinavia and today Hagar, (formerly Baugur-Iceland) runs several Topshop
Topshop
Topshop is a British clothes retailer with shops in over 20 countries and online operations in a number of its markets. Its sales come primarily from women's clothing and fashion accessories...

 and Miss Selfridge stores in Iceland and Sweden as well as three Debenhams stores.

The Baugur Group has experienced rapid growth in recent years, and at the end of 2003, became the largest privately-owned Icelandic company, as well as the most internationally diverse.

Baugur changes to Baugur Group

In 2002, proposals were approved concerning a change in the name of Baugur hf. to Baugur Group hf. and changes to the company's organizational structure.

Baugur hf. was divided into three independent profit centres: Baugur-Iceland, Bonus Stores Inc., and Baugur-ID. Baugur hf. changed its name to Baugur Group hf. and became a holding company.

Baugur Group delisted from ICEX

In May 2003, a redemption offer worth 10.85 Icelandic krónur (£
Pound sterling
The pound sterling , commonly called the pound, is the official currency of the United Kingdom, its Crown Dependencies and the British Overseas Territories of South Georgia and the South Sandwich Islands, British Antarctic Territory and Tristan da Cunha. It is subdivided into 100 pence...

0.09) was made by Mundur, for the outstanding stock—Mundur holding company is backed by Gaumur, KB Banki, an Icelandic investment bank; and two private investors—and in July 2003, Baugur Group was delisted from the Iceland Stock Exchange
Iceland Stock Exchange
NASDAQ OMX Iceland or ICEX was established in 1985 as a joint venture of several banks and brokerage firms on the initiative of the central bank. Trading began in 1986 in Icelandic government bonds, and trading in equities began in 1990. Equities trading increased rapidly thereafter...

.

The year 2003 was a milestone in Baugur Group's foreign operations. At the beginning of the year, Baugur Group held shares in a few listed companies in Britain, whereas, at the end of the year, it was the most internationally extensive Icelandic company.

Briefly, it can be said that Baugur Group's investment activities in Britain can be split into two categories. On one hand, Baugur Group continued to invest in listed companies that are regarded to have better futures, either because their current management is in the process of improving the company's operation, or because new shareholders are expected to step in to instigate improvement. Among the companies, which Baugur Group has invested in on these premises are the Big Food Group, House of Fraser
House of Fraser
House of Fraser is a British department store group with over 60 stores across the United Kingdom and Ireland. It was established in Glasgow, Scotland in 1849 as Arthur and Fraser. By 1891 it was known as Fraser & Sons. The company grew steadily during the early 20th century, but after the Second...

, and Somerfield
Somerfield
Somerfield was a chain of small to medium sized supermarkets operating in the United Kingdom. The company was taken over by the Co-operative Group on 2 March 2009 in a £1.57 billion deal, creating the UK's fifth largest food retailer. The name is currently being phased out and replaced by the...

.

On the other hand, Baugur Group has formed a strategy to take part in management takeovers. These companies control strong brand
Brand
The American Marketing Association defines a brand as a "Name, term, design, symbol, or any other feature that identifies one seller's good or service as distinct from those of other sellers."...

 names and are considered to have substantial opportunities for growth, show a net profit, and management has shown and proven its ability to succeed. During the year 2003, Baugur Group acquired three such companies: Hamleys
Hamleys
Hamleys is one of the world's largest toy shops. Its flagship store is in Regent Street, London. Major stores worldwide are in Dublin, Dubai, Amman, Glasgow, Mumbai and Chennai....

, Oasis, and Julian Graves
Julian Graves
Julian Graves is a health food retailer, with 255 stores operating in the United Kingdom and the Republic Of Ireland. They sell health foods, a limited range of kitchenware, baking ingredients and a variety of confectionery items. NBTY who own rival chain Holland & Barrett reached an agreement to...

.

In May 2004, Baugur Group, along with other investors, acquired the majority in the British jewellery chain Goldsmiths
Goldsmiths (store)
Goldsmiths is a jewellery retailer of the United Kingdom.- History :Goldsmiths was established in Newcastle upon Tyne in 1778 under the name Reid & Sons, and the original store is still trading. Goldsmiths is the largest retailer of Rolex, Cartier, Omega, Tag Heuer and Gucci in Britain. Goldsmiths...

, in cooperation with the company's management, for the amount of ISK 14.4 billion. Goldsmiths, which was established in Newcastle upon Tyne
Newcastle upon Tyne
Newcastle upon Tyne is a city and metropolitan borough of Tyne and Wear, in North East England. Historically a part of Northumberland, it is situated on the north bank of the River Tyne...

 in the year 1778, operates 165 jewellery stores in Britain and is the second largest in the country in its sector.

In June 2004, the founders of Karen Millen
Karen Millen
Karen Millen is an Icelandic owned women’s designer clothing brand, specialising in tailoring, coats and eveningwear. Karen Millen stores are found throughout the United Kingdom, America, Austria, Denmark, the Republic of Ireland and many other European countries.-History:The company was founded in...

 agreed to sell the business to the Oasis Group (controlled by Baugur Group) in a deal valued at £120 million, creating a leading womenswear retailer with four strong brands—Oasis, Coast, Karen Millen, and Whistles; creating a group with over £350 million in sales in 550 stores.

Oasis is aimed at independent, fashion conscious 18-30 year old women and operates from 281 outlets across 14 countries including the Republic of Ireland, the UK and France; Coast is a destination brand for women's special occasion clothes with 135 outlets; Karen Millen has a niche position away from the mass market, bordering on the designer brands; and Whistles has more-grown-up styling and quirkier taste than the rest of the high street. Later, the Oasis Group changed its name to Mosaic, listed on the ICEX
ICEX
The word ICEX has several meanings:* ICEX is an abbreviation for the Indian Commodity Exchange*ICEX is an abbreviation for the Iceland Stock Exchange...

.

Accounting irregularities

In 2002 Baugur's headquarters were the subject of a police raid. In July 2005 company founders Jón Ásgeir Jóhannesson and Jóhannes Jónsson
Jóhannes Jónsson
Jóhannes Jónsson is an Icelandic businessman and one of the founders of the investment company Baugur Group, which applied for bankruptcy protection in February 2009. He founded the Bónus stores in Iceland in 1989 with his son and president of Baugur Group, Jón Ásgeir Jóhannesson....

 were charged on 40 counts including tax and accounting irregularities, fraud
Fraud
In criminal law, a fraud is an intentional deception made for personal gain or to damage another individual; the related adjective is fraudulent. The specific legal definition varies by legal jurisdiction. Fraud is a crime, and also a civil law violation...

 and embezzlement
Embezzlement
Embezzlement is the act of dishonestly appropriating or secreting assets by one or more individuals to whom such assets have been entrusted....

. Jón Ásgeir Jóhannesson has accused the then prime minister, Davíð Oddsson
Davíð Oddsson
Davíð Oddsson is an Icelandic politician and the longest-serving Prime Minister of Iceland, holding office from 1991 to 2004. He also served as Foreign Minister from 2004 to 2005. Previously, he was Mayor of Reykjavík from 1982 to 1991, and he chaired the board of governors of the Central Bank of...

 of orchestrating a vendetta against him

On 3 May 2007, Johannesson was found guilty on a single charge of a breach of book-keeping rules, with the conviction being upheld on appeal on 6 June 2008. Johannesson was given a 3 month suspended prison sentence
Suspended sentence
A suspended sentence is a legal term for a judge's delaying of a defendant's serving of a sentence after they have been found guilty, in order to allow the defendant to perform a period of probation...

. It also left his position as chairmam uncertain under Icelandic law the conviction meant that he could not serve on a company board for 3 years. As a consequence of this, and the fact that much of Baugur's portfolio was now based in the UK, it emerged in July 2008 that Baugur was considering relocating to the UK, where Johannesson could keep his board position.

Demise and collapse

It emerged in October 2008 that BDO Stoy Hayward was advising Baugur on restructuring and that Philip Green
Philip Green
Sir Philip Green is a British businessman. Green was born into a Jewish family in 1952, beginning as a businessman at the age of 15. The first and last quoted company Green took lead of was "Amber Day", from which he stepped down as CEO and Chairman in 1992...

, the owner of Bhs
Bhs
BHS Limited is a British department store chain with branches mainly located in high street locations, primarily selling clothing and household items such as bedlinen, cutlery, crockery and lighting. The company has 187 stores throughout the United Kingdom...

 and the Arcadia Group
Arcadia Group
The Arcadia Group Limited a British company that owns the high street clothing retailers Burton, Dorothy Perkins, Evans, Miss Selfridge, Topman, Topshop, Wallis and BHS, and the out of town chain Outfit, which sells lines from the other group chains...

 had travelled to Iceland for negotiations regarding him making an investment in Baugur, amid reports the group was on the brink of collapse

On 4 February 2009, Baugur applied for protection from its creditors after restructuring negotiations with Landsbanki
Landsbanki
Landsbanki, also commonly known as Landsbankinn in Iceland, is a private Icelandic bank with international operations...

 broke down. The bank also applied for Baugur's UK arm to be put into administration.

Ownership and links to Russia

In December 2002 Gaumur Holding acquired a 30.97% stake in Baugur Group.

Luxembourg-registered Gaumur Holding was originally Compagnie Financiere pour l'Atlantique du Nord. The company was registered on June 22, 1998. In March 2000 changed its name to Gaumur Holding.

Official records show that Gaumur Group had three shareholders:
  • Starbook International Limited (P.O. Box 3186 Road Town, Tortola, British Virgin Islands)
  • Waverton Group Limited (P.O. Box 3186 Road Town, Tortola, British Virgin Islands)
  • Birefield Holdings Limited (P.O. Box 3186 Road Town, Tortola, British Virgin Islands)


In 2005 Danish media reported that behind Starbook, Waverton and Birefield is Shapburg Limited (registered in the same mailbox 3186) and Quenon Investments Limited (registered in the same mailbox 3186). It was discovered that:
  • Both companies owned a stake in Baugur Group.
  • Both companies owned a stake in the Luxembourg-registered Compagnie Financiere Scandinave. A month after incorporation it was renamed the Scandinavian Holding and later Meidur S.A.
    Exista
    Exista hf. is an Icelandic financial services group formerly listed on the Iceland Stock Exchange. Its activities are based primarily on insurance underwriting and other financial services, although it is also active in investments. The group’s primary market is the Nordic countries.-Ownership:The...

    (later Exista).
  • Both companies owned a stake in Alrosa Finance in Luxembourg. Another shareholder was Russian state-owned diamond company ALROSA
    Alrosa
    ZAO ALROSA , is Russia's largest diamond company. Alrosa is engaged in the exploration, mining, manufacture and sale of diamonds. The company's operations are located primarily in the Sakha Republic/Yakutsk region. Alrosa accounts for approximately 25% of the world's rough diamond supply and 97%...

    .
  • Shapburg Limited owned a stake in Alfa Finance Holdings. Another shareholder was Alfa Bank
    Alfa Bank
    Alfa Bank, the corporate treasury of the Alfa Group, is the largest private commercial bank in Russia. Headquartered in Moscow, it operates in 7 countries, providing financial services to over 40,000 active corporate customers and 5.3 million retail clients...

     of Russia.


Icelandic businessmen Björgólfur Thor Björgólfsson
Björgólfur Thor Björgólfsson
Björgólfur Thor Björgólfsson , known internationally as Thor Bjorgolfsson, is an Icelandic businessman and entrepreneur, and former chairman of the financial firm Straumur-Burðarás and chairman of investment firm Novator Partners.He has been declared "Iceland's first billionaire", and was ranked as...

, Björgólfur Guðmundsson
Björgólfur Guðmundsson
Björgólfur Guðmundsson was the chairman and former owner of West Ham United FC. Björgólfur was Iceland's second businessman worth more than a billion dollars — his son, Björgólfur Thor Björgólfsson being the first. He was ranked by Forbes magazine in March 2008 as the 1014th-richest person in the...

 and Magnús Þorsteinsson
Magnús Þorsteinsson
Magnús Þorsteinsson is a businessman and chairman of Avion Group. He was a high profile investor and entrepreneur with interests in aviation and financial services.-Beverage businessman in Saint Petersburg:Magnús began his investments in St...

 all came to London from Saint Petersburg, Russia where they did business in the beverage sector together.

Baugur companies

  • Arcticgroup
  • Scandinavian Design & Retail
  • Steinunn
  • Matthew Williamson
    Matthew Williamson
    Matthew Williamson is an English fashion designer. His collections often have an Indian influence, perhaps related to the time Williamson spent working in India for the clothing store Monsoon...

  • Day Birger et Mikkelsen
  • Souk
  • eCommera
  • Saks
    Saks Incorporated
    Saks Incorporated , founded in Birmingham, Alabama in 1998, is headquartered in New York City, New York, and is a Fortune 1000 operator of high-end department stores in the United States under the nameplate Saks Fifth Avenue. Saks evolved from Proffitt's Inc. after Proffitt's changed its name in...

  • French Connection
    French Connection (clothing)
    French Connection is a retailer and wholesaler of fashion clothing and accessories. Founded in 1972 by Stephen Marks it is based in London, is listed on the London Stock Exchange and operates globally....

  • Iceland
    Iceland (supermarket)
    Iceland is a supermarket chain in the United Kingdom and Ireland. Iceland's primary product lines include frozen foods, such as frozen prepared meals and frozen vegetables - hence the name of the company...

     supermarket
  • Wyevale Garden Centres
  • Hamleys
    Hamleys
    Hamleys is one of the world's largest toy shops. Its flagship store is in Regent Street, London. Major stores worldwide are in Dublin, Dubai, Amman, Glasgow, Mumbai and Chennai....

  • Magasin du Nord department store (83% with Straumur Investment Bank and B2B Holdings)
  • Visual Communications Group
  • Illum department store
  • Jane Norman
    Jane Norman
    Jane Norman is an English clothing company, selling clothing aimed at women. In early 2007, Jane Norman reported a 45% rise in profits over 2006, and released plans to open 100 more stores around the country, having already almost doubled their number from the year before, to 116.The company was...

      - bought 29 July 2007 for £117m; filed for bankruptcy administration 27 June 2011
  • All Saints
  • Debenhams
    Debenhams
    Debenhams plc is a British retailer operating under a department store format in the UK, Ireland and Denmark, and franchise stores in other countries. The Company was founded in the eighteenth century as a single store in London and has now grown to around 160 shops...

     (13%)
  • House of Fraser
    House of Fraser
    House of Fraser is a British department store group with over 60 stores across the United Kingdom and Ireland. It was established in Glasgow, Scotland in 1849 as Arthur and Fraser. By 1891 it was known as Fraser & Sons. The company grew steadily during the early 20th century, but after the Second...

     - (35%)
  • Aurum
    • Goldsmiths
      Goldsmiths (store)
      Goldsmiths is a jewellery retailer of the United Kingdom.- History :Goldsmiths was established in Newcastle upon Tyne in 1778 under the name Reid & Sons, and the original store is still trading. Goldsmiths is the largest retailer of Rolex, Cartier, Omega, Tag Heuer and Gucci in Britain. Goldsmiths...

    • Mappin & Webb
    • Watches of Switzerland
  • Mosaic Fashions
    Mosaic Fashions
    Mosaic Fashions hf was the parent company of several fashion brands. The company has 1,760 stores and concessions in the UK, Ireland, Europe and the USA, 234 Franchise stores in 44 countries and 93 joint venture stores including 84 concessions in China....

     (49%) (entered administration on 2 March 2009)
  • Woolworths Group plc (12.4%). Share trading suspended 26 November 2008, with retail chain Woolworths and distribution arm Entertainment UK being placed into administration
    Administration (insolvency)
    As a legal concept, administration is a procedure under the insolvency laws of a number of common law jurisdictions. It functions as a rescue mechanism for insolvent entities and allows them to carry on running their business. The process – an alternative to liquidation – is often known as going...

    .

Former assets

  • 365
    365 (media corporation)
    365 is a mass media company in Iceland; a service company in the fields of television, radio broadcasting, news and publication of newspapers. The firm broadcasts over six TV stations, five radio stations and publishes one newspaper and one news website....

     - sold April 2008
  • Booker Cash & Carry plc
    Booker Cash & Carry plc
    Booker Group plc is the United Kingdom's largest food wholesale operator, offering branded and private-label goods to over 400,000 customers including independent convenience stores, grocers, pubs and restaurants...

      - sold June 2008.
  • FL Group
    FL GROUP
    Stodir is an international investment company, headquartered in Reykjavík, Iceland with offices in London.The company was founded on July 20, 1973, under the name Flugleiðir. It was formed as a holding company for Loftleiðir and Flugfélag Íslands....

     - sold April 2008
  • Hagar
    Hagar (company)
    Hagar is an Icelandic corporation of Baugur Group. Hagar owns retailer and wholesale companies in Iceland, Sweden and Denmark. Each of Hagar's companies is run individually.-Hagar's companies:...

     - sold back to Johannesson family in July 2008.
  • Hjálmur - sold April 2008
  • Humac
    Humac
    Humac is an uninhabited hamlet on Hvar, Croatia. It is connected by the D116 highway. Located 350 m above sea level, 10 km from Jelsa, is a very old village where man has been living for centuries. There are many simple houses made of stone in its surroundings called trim, built without...

     - sold April 2008
  • Julian Graves
    Julian Graves
    Julian Graves is a health food retailer, with 255 stores operating in the United Kingdom and the Republic Of Ireland. They sell health foods, a limited range of kitchenware, baking ingredients and a variety of confectionery items. NBTY who own rival chain Holland & Barrett reached an agreement to...

     - sold to Holland & Barrett
    Holland & Barrett
    Holland & Barrett is a chain of health food shops with over 600 stores in the United Kingdom, Republic of Ireland, South Africa, Singapore and Malta. The company also has stores in The Netherlands, where they trade as "De Tuinen".-Ownership:...

     in September 2008.
  • Merlin - sold to Árdegi in June 2007.
  • MK One
    MK One
    - Beginnings as Mark One :The company was founded by in the 1980s by Mark Brafman, Les Lucy and Alan Simons as Mark One, and became a discount womenswear retailer. In February 1996 Mark One was bought from administration by billionaire Philip Green, owner of BHS. Shami Ahmed had also made a failed...

     - sold to restructuring specialist Hilco in May 2008.
  • Moss Bros - Baugur sold its 28.5% shareholding sold to Arcadia Group
    Arcadia Group
    The Arcadia Group Limited a British company that owns the high street clothing retailers Burton, Dorothy Perkins, Evans, Miss Selfridge, Topman, Topshop, Wallis and BHS, and the out of town chain Outfit, which sells lines from the other group chains...

     in November 2008
  • Newsedge - sold April 2008
  • Saga Film - sold April 2008
  • Somerfield
    Somerfield
    Somerfield was a chain of small to medium sized supermarkets operating in the United Kingdom. The company was taken over by the Co-operative Group on 2 March 2009 in a £1.57 billion deal, creating the UK's fifth largest food retailer. The name is currently being phased out and replaced by the...

     (3%) - The Co-operative Group bought the entire Somerfield
    Somerfield
    Somerfield was a chain of small to medium sized supermarkets operating in the United Kingdom. The company was taken over by the Co-operative Group on 2 March 2009 in a £1.57 billion deal, creating the UK's fifth largest food retailer. The name is currently being phased out and replaced by the...

     chain in July 2008. Baugur made an unsuccessful attempt to buy Somerfield in 2005
  • Teymi - sold April 2008
  • Whistles
    Whistles
    Whistles is a clothing brand with 40 stores across Britain. It was founded in the early 1980s by Lucille and Richard Lewin.In January 2008, Jane Shepherdson, former Topshop director, signed a deal to purchase a 20 per cent stake in Whistles and was appointed the job of chief executive.-Style:In the...

     - Sold to Jane Shepherdson
    Jane Shepherdson
    Jane Shepherdson is the chief executive of UK clothing brand, Whistles and was previously the brand director for high-street women's wear store TopShop....

     in January 2008
  • Whittard of Chelsea
    Whittard of Chelsea
    Whittard of Chelsea are an international retailer of coffee, tea and various items that are used for the consumption of hot beverages. Instant tea, Hot chocolate and Confectionery are also amongst their leading products.- History :...

     - Placed into administration
    Administration (insolvency)
    As a legal concept, administration is a procedure under the insolvency laws of a number of common law jurisdictions. It functions as a rescue mechanism for insolvent entities and allows them to carry on running their business. The process – an alternative to liquidation – is often known as going...

     on 23 December 2008, and subsequently sold to EPIC private equity.
  • Woodward Foodservice - Sold to Brake Bros Ltd
    Brake Bros Ltd
    Brake Bros Limited is a distribution company supplying food, drink and other products mainly to the catering industry in many countries, including the UK and France...

     in August 2008
  • Wyndeham Press Group - Sold to Walstead Investments Limited in December 2008.

Board of directors

  • Hans Christian Hustad
  • Hreinn Loftsson (Chairman)
  • Gudrún Pétursdóttir (Alternate Board Member)
  • Kristín Jóhannesdóttir
  • Þórður Bogason (Secretary of the Board)
  • Ingibjörg S. Pálmadóttir
  • Jóhannes Jónsson
  • Einar Thór Sverrisson - Alternate Board Member

External links

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