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DealZone

Behind the deals and deal-makers

June 18th, 2009

DB pulls off surprise

Posted by: Paritosh Bansal

AIADeutsche Bank, the underdog in the race to run the IPO of a large AIG unit, has come out on top.

The German bank has been chosen as one of two global coordinators to run the IPO of American International Assurance (AIA), beating out Goldman Sachs and Citigroup, which ran the aborted auction of the Asian life insurer earlier this year.

Morgan Stanley, the other global coordinator, is no surprise. The bank has been advising the Fed since the September implosion of AIG, and on top of its own expertise, regulators wanted it in.

At a time when few deals are gettting done, the AIA flotation will be a big one. In fact, it will be the biggest Hong Kong IPO since April 2007 and a fee bonanza for the banks. Coordinators and bookrunners typically earn around 3 percent in fees — so a $5 billion IPO could produce at least $150 million in fees split between the banks. More than 30 banks applied for the job.

Deutsche, of course, is no babe in Asian IPO woods. As our colleague Michael Flaherty in Hong Kong points out, Deutsche was the joint global coordinator of China Life’s $3.48 billion IPO in December 2003, and was among the banks that handled the $19.1 billion IPO of Industrial and Commercial Bank of China in October 2006. 

The banks that did not make the cut still have hope, though. There are spots left to be filled for bookrunners and co-managers of the IPO, which is not expected to actually happen until the first half of 2010.

June 5th, 2009

Crying Uncle (Sam)

Posted by: Chris Kaufman

While Wall Street banks pick themselves up from the mat and start putting together the billions they owe Washington for having saved the country’s financial system from utter ruin, the government’s long knives appear to still be plenty sharp for the two biggest casualties, Citi and Bank of America. Why not? These are also two of the least likely to quickly emerge from the bailout.

The FDIC is reportedly trying to unseat Citi’s CEO Vikram Pandit, Bank of America’s Ken Lewis is likely headed back to Capitol Hill next week for another grilling, and adding a little spice to the mix is news that the SEC has charged former Countrywide CEO Angelo Mozilo with fraud.

Countrywide was bought by Bank of America for $2.5 billion last July, after it appears Mozilo started dumping shares in his own company, of which he is alleged to have written, “We are flying blind on how these loans will perform in a stressed environment of higher unemployment, reduced values and slowing home sales.”

Scrutiny of the banks comes from we the taxpayer and shareholder of last resort, and may go some way to showing how little faith we have in the management of these banks boards, but not necessarily Uncle Sam’s ability to clean up the mess. Bank of America moved to replace its chief risk officer yesterday, and Citi could find some sympathy in Congress for its claims that FDIC chair Sheila Bair is overstepping her bounds in tightening the screws on Citi.

June 2nd, 2009

Deals du Jour

Posted by: Douwe Miedema

Abu Dhabi sells 3.5 billion pounds of shares in Barclays, making a handy profit, and sending the stock down well over 10 percent. In another share sale, wind turbine maker Gamesa is suspended after Iberdrola offloads 10 percent of the company in the market. Otherwise, cars still dominate: GM has filed for bankruptcy, Germany is to pay bridge financing to Opel today and a U.S. judge said overnight the sale of Chrysler will be effective on Friday. Here are today’s top deals headlines.

And in the newspapers:

British publishing group Pearson is in talks with Prisa over the possibility of buying a stake in Santillana, the Spanish media firm’s publishing house and market leader in school textbooks in Latin America, the Financial Times reported.
Prisa could be looking to sell up to 30 percent of the unit in a 315 million pound deal. Other bidders include Cengage Learning, Oxford University Press and Infinitas Learning, the paper says.

Citigroup Inc told about five former top executives they will not be paid tens of millions of dollars in promised severance payouts, the Wall Street Journal cited people familiar with the matter as saying.

France’s Carrefour is close to buying a stake in a unit of India’s Pantaloon Retail, the Business Standard reported.

French carmaker Peugeot declared itself open to any form of alliance amid turmoil in the car industry as long as the Peugeot family maintains a core presence, Peugeot Citroen PSA supervisory board chairman Thierry Peugeot, Les Echos reported.

May 28th, 2009

Deals du Jour

Posted by: Douwe Miedema

Opel remains the biggest story of the day. Marathon talks to shield it from a looming bankruptcy ended with no results, a deal is now expected by Friday. In another bankruptcy-related story, Nortel Networks is looking for a buyer for its majority stake in a South Korean joint venture with LG Electronics. For today’s top headlines on deals, click here.

This is what we found of interest in the newspapers:

* Fortress Investment Group, a listed private equity and hedge fund company, is nearing an agreement to inject $800 million in fresh capital into First Southern, a Florida bank, with other investors, the Financial Times said.

* Eircom Holdings has started detailed discussions with three potential bidders to sell its 57 percent stake in Eircom, the former Irish state-owned telecoms company, the Financial Times said.

* Citigroup Inc is in early negotiations with the U.S. Securities and Exchange Commission (SEC) to settle a probe into whether it misled investors by not properly disclosing its  troubled mortgage assets, the Wall Street Journal said.  Read a Reuters story here.

* Reinsurer Swiss Re is in talks with India’s Religare Enterprises to form a joint venture health insurance company in India, the Economic Times said on Thursday. Reuters story here.

* Investment bank Morgan Stanley has presented a recapitalisation proposal to Australian miner OZ Minerals Ltd, giving it an alternative to its planned takeover by China’s Minmetals, the Australian Financial Review said on Thursday. Read a Reuters story here.

May 20th, 2009

Post Traumatic Stress Test Order

Posted by: Chris Kaufman

A week ago, when the Fed and Treasury mesmerized the financial world with the results of “stress tests” and capital-raising targets for banks, nobody spent much time asking “what if they can’t raise the money?” There was a sense that authorities had washed away enough uncertainty in the sector to satisfy investors. In short order, healthier institutions started raising capital. Those that didn’t need any stepped up efforts to rid themselves of onerous state support.

Bank of America shares are on a tear after the bank raised nearly $13.5 billion through a stock sale. Along with money it raised by selling part of its stake in China Construction Bank, this put Bank of America about half way to filling its stress-test gap.

But when Regions Financial, a large U.S. Southeast regional bank that was stress-tested, announced plans this morning to raise $1.25 billion through stock offerings — also about half of what federal regulators told it to raise — investors balked, sending its stock down more than 8 percent.

Just goes to show that not everybody can fail a stress test and impress shareholders with massive ownership dilution. Regions’ trouble may be that aside from selling stock, it has far less to offer than bigger banks in terms of asset sales to make shareholders feel better about doubling down. If nothing else, the market reaction could put a scent in the air that might interest an acquisition-minded lender needing exposure in the U.S. Southeast. If such a creature exists, it might find many more stressed-out lambs in the U.S. financial pasture.

May 19th, 2009

Will UnTARPed Banks Boost M&A?

Posted by: Chris Kaufman

News that top investment banks want to pay back their TARP funds is welcome news for the M&A market. Though the tens of billions of dollars in capital that will slosh out of the banks and into government coffers may sap the banks of the funds to make big buys, the fact that most post-stress-test capital-raisings have gone smoothly must be encouraging for dealmakers.

Plus, banks that are unable to pull themselves from the government teat will have a whole lot less pricing power. It was interesting to see HSBC commenting on Tuesday that it expects industry consolidation in the second half of this year and in 2010. Though they may be looking more closely at non-U.S. assets, given the burns on their fingers from their foray into the U.S. mortgage market, that big global may sit out the next round of mergers. Will they be missing the boat, particularly given the conviction of many analysts that the U.S. economy will be the earliest to recover?

A key question that could rain on any M&A party is asset quality, and the radiation emitting from the toxic assets still poisoning the financial system. While most of it has been moved to the bomb shelter balance sheet of the U.S. taxpayer, there is little conviction that valuations will have the golden glow of yesteryear, and plenty of lingering fear that the glow is the toxicity of the lost decade.

May 8th, 2009

Did you just feel a bottom?

Posted by: Chris Kaufman

USA-FED/BERNANKENow that the stress test results are in and green shoots of economic promise abound, a great gush of lending is going to come spilling out of banks’ lending spigots, right? Wrong.

As Kristina Cooke reports, “While banks may be less hesitant to lend to each other if they feel their rivals’ books have been credibly vetted, that does not translate into confidence to make new loans to small businesses and consumers.”

Worse, although money is cheap at the Fed - well, cheap in terms of interest, if not terms - banks may be the only businesses that enjoy any thaw in credit conditions. Michael Feroli, economist at JPMorgan, says the still sickly state of the economy means many borrowers’ creditworthiness has dropped, while demand for new loans has waned.

At best, the stress tests may represent the nadir in this sorry chapter of U.S. economics. And with troubled banks still facing a gap of more than $70 billion in capital, perhaps the bottom is still to be reached. Then again, $70 billion will hardly break the U.S. bank. Heck, AIG cam close to losing nearly that much in a single quarter.

Speaking of which, for those of you who played along with the consumerist.com’s “Worst Company in America” competition, the results are in:

“The company deemed ‘too big to fail’ joins former champions Halliburton (2006), RIAA (2007) and Countrywide (2008) as ‘The Worst Company in America.’ With the win, AIG will receive the Consumerist’s not-so-coveted ‘Golden Poo’ trophy.

“The competition began with 32 companies separated into four brackets. Companies competed in head-to-head match-ups and the winner of each match-up was determined by the vote of Consumerist readers. The 32 companies included: AIG, Target, Peanut Corp of America, American Express, Walmart, HP, T-Mobile, Best Buy, Ticketmaster, TWC, Apple, United HealthCare, Verizon, Sprint, Home Depot, Citibank, Comcast, DirecTV, US Airways, Capital One, General Motors, United Airlines, Sears, Chase, eBay/Paypal, GE, Dell, Chrysler, AT&T, Circuit City, Starbucks, and Bank of America.

“‘As it turns out, taxpayer bailouts and ridiculously high-priced executive compensation packages aren’t a very popular mix,’ said Meghann Marco, Consumerist.com.”

Deals of the Day:

* Britain’s Carphone Warehouse Group PLC said it is in talks to acquire Tiscali’s UK operations for 236 million pounds.

* Healthcare-focused software maker Advanced Computer Software Plc said it has agreed with Business Systems Group to buy the technology services firm for about 15.5 million pounds ($23.4 million).

* Diageo’s talks to buy a stake in India’s United Spirits have not progressed as the two sides have been unable to agree on details, a senior Diageo executive said.

* The Australian government will allow Chinese steel maker Anshan Iron and Steel Group to triple its stake in Australian iron ore miner Gindalbie Metals, the latest Chinese footprint in Australia’s mining sector.

(PHOTO: A Bank of America branch is pictured in New York May 7, 2009. REUTERS/Shannon Stapleton)

May 7th, 2009

Stress-Test Expertise

Posted by: Chris Kaufman

NEWYORK-SPITZER/It seemed only a bit odd that media star Arianna Huffington was the guest host on CNBC the day the all-important stress test results were due. Not to play down her credentials in media or commentary circles, but where were the celebrated bank analysts, the corporate chieftains and the investment gurus who so routinely enjoy a dose of the limelight on America’s Business Channel?

Wasn’t this the perfect day for a newsmaker rather than a news talker? The Huffington Post founder has been a good reality check on market cheerleaders who live on CNBC, but on Stress-Test Thursday, the less-than-casual viewer expects insiders with insight. It tasted like something strange and exotic had made its way into the DealZone coffee machine.

Then disgraced former New York Governor and Attorney General Eliot Spitzer joined the fray, and the slightly odd became surreal. Spitzer, who casually noted he was invited to the show (hint, hint), gave a spirited view from the nosebleed seats, far back from the federal policymakers’ bench.

Forget all this stress test stuff — what about Spitzer’s attempt at resurrection? Anchor Joe Kernen asked whether Spitzer the AG would have prosecuted Spitzer the governor and Spitzer the guest legal expert answered no, arguing that issues of judgment are more important than issues of law.

This should be equally true for the banks, Spitzer said. But the banks’ transgressions were far more damaging to many more people than Spitzer’s own. It’s hard to believe moral suasion and limiting access to cheap funds would have been enough to persuade greedy bankers to act more responsibly. Certainly, shareholders would not have rewarded them for behaving better while others were making a killing selling toxic investments.

DealZone commends CNBC’s producers and guest bookers for creative thinking. While the stress test results are not due until late this afternoon, so much has been leaked already that the minutiae still to come will probably numb the minds of even the hardiest financial news junkies. With no news to break, the Huffington/Spitzer show turned out to be refreshingly watchable. Indeed, who understands a stress test better than Eliot Spitzer?

Deals of the Day:

* Anheuser-Busch InBev said it agreed to sell its South Korean Oriental Brewery to private equity firm Kohlberg Kravis Roberts & Co for $1.8 billion, allowing the world’s largest brewer to repay debt.

* Global miner Rio Tinto Ltd/Plc has not talked to Chinese state-owned metals firm Chinalco about revising a planned $19.5 billion tie-up, and still believes the deal makes sense.

* Australian blood-products and vaccines maker CSL said U.S. competition regulators had yet to make a decision on its proposed $3.1 billion takeover of smaller rival Talecris Biotherapeutics Holdings Corp.

* Australian brewer Lion Nathan, which has agreed to a $2.5 billion takeover by Japanese brewer Kirin, halted trade in its shares on Thursday on concerns the confidentiality of its talks with Kirin may have been breached.

* U.S. coal miner Peabody Energy and Anglo-Swiss miner Xstrata plan to bid for a majority stake in Indonesian coal miner PT Berau Coal in a deal that may be valued at around $1 billion, two sources with direct knowledge of the deal said.

* Porsche Automobil Holding SE stock fell as much as 17 percent after the sports car maker scrapped attempts to take over Volkswagen and agreed to explore a merger with Europe’s biggest carmaker.

* Magna International has so far presented a more concrete proposal on General Motors unit Opel to the German carmaker than Fiat, Opel’s supervisory board member Armin Schild told Reuters.

(PHOTO: New York Governor Eliot Spitzer stands next to his wife Silda Wall Spitzer as he announces his resignation at his office in New York March 12, 2008. REUTERS/Brendan McDermid)

May 6th, 2009

Uncertainty principles

Posted by: Chris Kaufman

DEALS/Faced with a $34 billion hole uncovered in the stress test, Bank of America might have little choice but to dump its investment in China Construction Bank, China’s second-largest bank. That would give it about a quarter of the $34 billion of additional capital we are told it needs to fill a yawning gap in its foundation. A lock-up on a portion of the stake ends tomorrow, and the opportunity may be too good for embattled CEO Ken Lewis to pass up, though the bank has plenty of incentive to hold onto the stake.

Citigroup’s Keith Horowitz raised his price target on the bank, citing the end of uncertainty. He also says the total need at the 19 stress-tested banks will be $75 billion, with Bank of America accounting for the lion’s share.

At this point, with hundreds of billions of public dollars having been heaved at the likes of AIG, Citi, Bank of America, automakers, auto suppliers, life insurers, etc. that number is hardly shocking. And with the S&P having recovered 25 percent of its recession-fueled losses, is it time to expect investors to become more aggressively exposed to the end of uncertainty?

Other deals of the Day:

* British insurer Aviva is exploring options to sell its Australian business, which has an estimated value of up to A$1 billion ($740 million), sources with direct knowledge of the matter told Reuters.

* GlaxoSmithKline has agreed to sell the U.S. rights to the antidepressant Wellbutrin XL to its Canadian partner Biovail Corp for $510 million, the world’s second-biggest drugmaker said.

* The clans that control the Porsche automotive empire are set to meet in the hopes of finding a solution to its high-risk takeover plans for Volkswagen that have backfired.

(PHOTO: Ken Lewis, Chairman, Chief Executive Officer and President of Bank of America in New York, June 11, 2008.  REUTERS/Chip East)

April 28th, 2009

Universal Banking questioned

Posted by: Chris Kaufman

CITIGROUP/(From Acquisitions Monthly)

The coming financial services new world order could unleash a wave of mergers and acquisitions as providers look to thrive under a regime of tighter regulation and diminished risk appetite. As such, the IBM Institute for Business Value calls into question some of the ideological shibboleths still held by many senior banking executives.

Whilst banks such as Citigroup, UBS and the UK’s Barclays cling to the notion of universal banking – effectively one stop shops – research by IBM argues that this particular model may not be fit for purpose anymore. The days of soaring profits from what it calls “pockets of opacity” such as over the counter derivatives are over.

“Some of the largest institutions may be required to downsize or dispose of business lines,” says IBM.  It predicts that outperformers will become much more specialist and aligned with their customers’ needs. Many universal banks were found to be more self-serving in outlook. “On average the specialists have seen their revenues grow 30 percent more than the universal banks and enjoy operating margins of 25 percent compared with the 16 percent universal banks command,” says the IBM Institute.

It sees the industry splitting into three segments: The first are utilities providing infrastructure to facilitate capital allocation and relying on economies of scale to drive down costs. The second are those that give advice such as wealth management firms and boutique M&A advisors. The last category, are those geared to investment outperformance such as private equity groups and hedge funds. Barclays for example might inadvertently be contributing to this trend with its disposal of passive fund manager, iShares for 3 billion pounds ($4.3 billion).

Basically the IBM Institute is suggesting there could be more disposals to come from the universal banks as the market forces them to streamline or investors seeking higher returns demand it.

Banks such as Barclays also face growing competition in retail banking with the likes of giant retailer, Tesco, planning their own banks. Their offerings threaten to be much more customer-centric and this will force the traditional banks to rethink their approach and as IBM predicts, possibly to specialise.

Reporting by Justin Pugsley, Acquisitions Monthly

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Deals of the Day:

* German insurer Allianz and U.S. credit card group American Express raised a combined $1.9 billion on Tuesday through the sale of share’s in Chinese banking giant ICBC.

* Japan’s Toshiba said it would set up a joint venture with U.S.’s Amkor Technology and Japan’s Nakaya Microdevices in October to assemble system chips. Toshiba, Japan’s biggest chipmaker, said the outsourcing move would help improve earnings in its battered chip business.

* Sumitomo Mitsui Financial Group has agreed to buy Citi’s Japanese retail brokerage and part of its investment banking operations here for more than $5.2 billion, sources said

* Qatar is in talks to buy a stake in Germany’s Porsche and may also invest in other carmakers as the Gulf gas exporter looks to park some of its sovereign wealth abroad, according to media reports.

* German Economy Minister Karl-Theodor zu Guttenberg is meeting senior representatives of Magna to discuss a possible investment by the car parts supplier in Opel, a unit of General Motors.

* Consumer goods exporter Li & Fung, which manages supply chains for retailers such as Wal-Mart and Target, expects to sign more outsourcing deals within months as cash-strapped retailers in the United States look to cut costs in the economic downturn.


(PHOTO: Flags fly outside the Citigroup headquarters in New York, November 24, 2008. REUTERS/Brendan McDermid)