Proposed sale of Farm Credit
System lender to Dutch bank
ignites controversy


proposal to sell one of the nation’s leading Farm Credit System lenders to a Dutch co-op bank has sent a shockwave throughout the nation’s farm co-op and ag credit communities. “Can they really do that?” has been the frequent question asked ever since the proposed sale of Omaha-based Farm Credit Services of America (FCSA) to Rabobank Group of the Netherlands was announced at the end of July.

The charter of the Farm Credit System was revised in the late 1980s so that member associations can exit the system. The law was approved when there were about 1,200 farmer-owned lending associations in the Farm Credit System. Today, there are only 92 associations and the sale of one of the biggest such lenders has raised a number of policy questions.

Any sale would have to be approved by a vote of FCSA’s 51,000 stockholder members (mostly farmers and ranchers), and would also need to be reviewed and approved by the Farm Credit Administration, the regulatory board that oversees the 100 or so banks and associations that comprise the nation’s Farm Credit System.

Opposition to the deal, which appears to be considerable, seems to be based not so much on resentment toward Rabobank, but rather toward the very notion that a key component of the Farm Credit System could be sold to any foreign bank, and whether that would ultimately lead to the diminishment, or even the dissolution, of the entire system.

FCSA provides credit to farmers and ranchers in Iowa, Nebraska, South Dakota and Wyoming. It has a loan portfolio of about $8 billion, making it the second largest of the 92 associations that provide financing to farmers in the $120- billion Farm Credit System. By comparison, Rabobank has more than $500 billion in total assets. Rabobank has cooperative roots, but its members are 349 Dutch banks. It does not conduct business as a cooperative in the United States.

Dutch bank bids $600 million
Rabobank has offered $600 million for FCSA, and an additional $800 million exit fee would be paid to the Farm Credit System. It says it would be able to offer its patrons a much wider array of financial services than is possible through the Farm Credit System. It would also be able to provide services, such as home loans, in towns that exceed populations of 2,500 people (the cap faced by Farm Credit System associations).

Rabobank would select four FCSA directors to sit on the initial 11-person board of the new banking entity that would operate as part of Rabobank. FCSA members would stand to collect an average payment of about $11,000, according to some reports. However, actual payments would vary widely based on the size of individual loans.

The Farm Credit Administration (FCA), FCSA’s federal regulator, has received a resolution from the FCSA board that it plans to submit a formal request to terminate its status as a Farm Credit System lending institution, and to then merge into a subsidiary of Rabobank. Once the request is submitted, FCA has 60 days to act on the proposal. The agency could deny the request if it determines the exit would be harmful to the Farm Credit System as a whole.

"We are very excited about this opportunity with Rabobank," FCSA board chairman Paul Folkerts said. "Over the long term, we believe it will better position us to meet the changing needs of our customers and agricultural producers, and to provide better service and more choice in the financial products and services they need to succeed."

As of this writing (in late August), it appeared likely that there will be Congressional hearings on the proposed sale. Such hearings would try to determine the likely impact of the sale on farmers and ranchers in FCSA’s service area, the expected effect on the rest of the Farm Credit System and whether FCSA management and directors have been offered any type of financial inducements to recommend the sale.

Several banks, including CoBank, and associations within the Farm Credit System and the Farm Credit Council (the trade organization of the Farm Credit System) have expressed opposition to the deal. In addition, a group of FCSA stockholders calling themselves "Farmers for Farm Credit," have begun organizing to oppose the sale. That group says it is "dedicated to preserving an American farmer-owned and controlled cooperative lender."

AgStar makes counter bid
One concern is that if FCSA leaves the system, people who buy Farm Credit System bonds may begin to question the continued financial viability of the system. If investors were to stop buying bonds, it could force a rise in interest rates for farmers and ranchers needing loans, says Paul DeBriyn, president of AgStar, another Farm Credit System bank which has tendered a counterproposal to buy FCSA.

Under the AgStar offer, technically a merger proposal, there would be a cash distribution of $650 million, and the offer’s value could rise to more than $1 billion with future cash patronage dividends. Further, by remaining within the Farm Credit System, memberstockholders would preserve their ownership and control of the bank and keep it headquartered in the Midwest -- at Mankato, Minn., AgStar notes. It is FCSA’s lack of paying patronage to members which has left it holding some large cash reserves and reportedly made it an inviting target for a takeover bid. AgStar, on the other hand, has paid patronage since 1998, including $23 million to its 12,000 members in 2003.

In a joint letter to the FCSA board, the CEOs of three key Farm Credit System banks -- William Collins of AgriBank FCB, F. Andy Lowery of AgFirst and Douglas Sims of CoBank -- are urging that the counteroffer from AgStar be accepted, which they say would be backed with their banks’ own $84 billion in assets.

In a letter to customers, Sims and CoBank Chairman J. Roy Orton say: "The sale [to Rabobank] could have an adverse effect on the Farm Credit System and pose a severe threat to the cohesiveness of the only cooperative financial institution managed to serve rural America."

They also stressed that one reason FCSA even exists today is that the Farm Credit System invested more than $600 million (25 percent of it from CoBank or its predecessor) into the Omaha Farm Credit District during the farm crisis of the 1980s.

Sale price questioned
Orton says Rabobank’s proposal amounts to 44 cents on the dollar of FCSA’s book value of $1.35 billion at a time when other rural lenders are selling for more than twice that much.

Neil Harl, an Iowa State University ag economist, told the Des Moines Register that the proposed sale has "touched off a flood of phone calls from farmers expressing anger, frustration and opposition" to the sale. "I’ve rarely taken so many angry calls," he said.

Another press report quotes John Blanchfield of the American Bankers Association as saying his organization lacked enough details to comment on the proposed sale, but that in general, ABA supports privatization of the Farm Credit System because it "focuses its lending on larger, wealthier borrowers, abusing its federal sponsorship."

Farm Credits System banks counter that the opposite is true -- that they do, as mandated by Congress, strive to lend to young and beginning farmers and ranchers who they say are all too often ignored by commercial lenders.

United FCS, another Farm Credit System lender which serves about 6,000 farmers and ranchers in Minnesota and Wisconsin, has issued a statement saying the proposed sale of FCSA should spark dialogue within the Farm Credit System "not over who should acquire whom...but instead on what’s best for rural America. Rural America has changed dramatically in the 88 years since the system was established, and yet its charter and authorities are essentially unchanged," says Marc Knisley, Minnesota Valley FCS president. "We can and should be doing more for rural America, and we view the recent decision of FCSA to exit the system as a symptom of these deeper, underlying issues."



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