DealZone

M&A wrap: Total merges solar units

U.S. solar panel maker SunPower, a unit of French oil major Total, said it had agreed to buy Total-owned Tenesol for $165.4 million in cash in an expected deal that will regroup the French group’s solar business under one umbrella. Total announced the $1.3 billion takeover of SunPower in June.

Concurrently with the closing of the acquisition, Total has agreed to purchase 18.6 million shares of SunPower common stock in a private placement at $8.80 per share, a 50 percent premium to SunPower’s Dec 22 closing price. After the sale of Tenesol, Total will own about 66 percent of SunPower shares.

Deutsche Boerse won U.S. antitrust approval to buy NYSE Euronext in a $9 billion deal to create the world’s No. 1 exchange operator, but the transaction still faces serious regulatory headwinds in Europe. In Europe, there have been weeks of negotiations with antitrust regulators, in which staff made clear their reservations about approving a combination of Deutsche Boerse’s Eurex and NYSE Euronext’s Liffe on concerns that the merged entity would have a monopoly over European listed derivatives trading. A formal decision by the European Commission is not expected until January or early February.

ConvergEx Group, a software provider for brokerage and investment technology firms, said it terminated its merger agreement with private equity firm CVC Capital, partly because of probes by U.S. regulators. CVC Capital was looking to buy ConvergEx, which is partly owned by Bank of New York Mellon (BK.N), for $1.9 billion, Bloomberg had reported in July.

China Three Gorges Corp’s $3.5 billion acquisition of the Portuguese government’s stake in utility EDP highlights China’s appetite for physical assets in troubled economies and its ability to make its bids attractive with the promise of financial support. China is looking to pick up assets such as infrastructure and utilities in places like Europe at a bargain, rather than only buying the bonds of countries facing economic difficulties.

M&A wrap: EU crisis hits bank advisory fees

Europe’s debt woes dragged worldwide investment banking income down this year, data showed, with fees on the continent slumping to the lowest quarterly level ever recorded and company listings and acquisitions grinding to a near halt. In Europe, fees raised since October from bonds, flotations and mergers and acquisitions stand at the lowest quarterly level ever recorded by the data providers. A stronger start to the year in areas such as mergers and acquisitions fizzled out, leaving investment banks’ overall haul of fees at $72.6 billion — down 8 percent on 2010.

Yahoo is considering a plan to unload most of its prized Asian assets in a complex deal valued at roughly $17 billion, sources familiar with the matter said on Wednesday, winning nods of approval from Wall Street and driving its shares higher. The offer – the latest among proposals put forth in recent months to resuscitate the once high-flying Internet company – is expected to be considered by Yahoo’s board on Thursday, sources said. The board was uninterested in entertaining offers for the entire company at this point, said one of the sources, who spoke on condition of anonymity.

Oshkosh Corp has sent a proxy card to shareholders recommending they ignore an effort by billionaire investor Carl Icahn to install his own board members as he pushes for a merger with one of the company’s key rivals. Icahn recently nominated six associates to be on the board of the Wisconsin maker of trucks, construction lifts and defense vehicles. In a letter to the company’s shareholders last week asking for support for his nominations, he also voiced strong support of a merger between Oshkosh and Navistar International Corp. Icahn owns nearly 10 percent stakes in both companies.

Deals wrap: Microsoft acquires Skype for $8.5 billion

Microsoft plans to buy internet telephone network Skype for $8.5 billion, the biggest purchase ever for the world’s largest software company as it seeks to regain ground on growing rivals. The money-losing Skype has 145 million users on average each month and has gained favor among small business users. The deal would also give Microsoft a foothold in the potentially lucrative video-conferencing market. Skype, which is minority owned by eBay, allows people to make calls at no charge but also offers some paid features.

This article in the Guardian by Graeme Wearden asked telecoms analysts what they think about the Microsoft-Skype deal.

Reuters columnist Felix Salmon gives his opinion on how being public eases acquisitions for companies, using the Microsoft-Skype deal and Facebook’s earlier interest in Skype as an example. Salmon writes that had Facebook been public, it could have snapped up Skype itself instead of having Microsoft buy it to keep it out of Google’s hands.

Deals wrap: Nasdaq and ICE take NYSE bid hostile

Nasdaq OMX and IntercontinentalExchange will take their takeover bid for NYSE Euronext straight to the Big Board’s shareholders as they try to corner the company into talks. NYSE has already rejected Nasdaq and ICE’s $11 billion unsolicited offer twice in favor of a lower bid from Deutsche Boerse.

In this Reuters Dealtalk article,  the reporters suggest that as deal volume and CEO confidence picks up, companies will become more daring and willing to take risks in their fight for assets. The case of Nasdaq and ICE taking their bid for NYSE hostile is a prime example of this attitude.

Investment firm Onex and its affiliates said they will sell their Husky International business to private equity firms Berkshire Partners and Omers Private Equity for $2.1 billion. Husky is one of the world’s largest suppliers of injection molding equipment and services to the plastics industry.

Deals wrap: Facebook investors look for exits

A group of Facebook shareholders is seeking to offload $1 billion worth of shares on the secondary market, a sale that would value the company at more than $70 billion, according to sources. It would represent one of the largest transactions of Facebook shares to date and points to a growing wariness among early-stage investors and employees who fear the social networking service’s growth cannot keep pace with its market valuation.

The sellers have lowered their price after previously trying to offload shares at a price that valued the company at $90 billion, but buyers balked.

Power company Exelon Corp is set to buy rival Constellation Energy Group for $7.9 billion, which will add 1.2 million customers to its existing 5.4 million. The Exelon-Constellation deal is the latest in a series of acquisition in a fragmented U.S. utility industry that faces new costs to upgrade power grids and meet environmental controls.

Deals wrap: Barrick strikes deal for Equinox

Barrick Gold said it will acquire Australia’s Equinox Minerals for more than C$7 billion ($7.36 billion), topping an offer by China’s Minmetals Resources. Barrick said it has committed cash and financing in place for the transaction.

NYSE Euronext sees higher savings of almost 400 million euros ($584 million) in its $9.8 billion deal with Deutsche Boerse, up by about a third from its initial estimates, according to a Big Board spokesman. The new savings estimate, along with 100 million euros in benefits coming from cross-selling and distribution opportunities, would bring the total savings and benefits from the deal to about $725 million.

All eyes will be on Warren Buffett at Berkshire Hathaway’s annual shareholder’s meeting next weekend, as he will undoubtedly face questions regarding the resignation of his presumed successor David Sokol. This piece in the New York Times examines Buffett’s hands-off management style, which may come under scrutiny after Sokol’s resignation following news of his dealings in Lubrizol prior to Berkshire’s acquisition of the chemicals company.

Deals wrap: Fiat speeds toward control of Chrysler

A new model of the Fiat 500 is pictured on display at the launch of Chrysler's flagship showroom in Los Angeles November 16, 2010. REUTERS/Mario Anzuoni Fiat will pump another $1.3 billion into Chrysler this quarter as it moves closer to its target of owning a controlling stake in the U.S. automaker. The deal will take Fiat’s holding in the company to 46 percent, just 5 percent shy of the 51 percent it needs to assume full control.

Read the politically charged, behind-the-scenes story of how the Singapore Exchange failed in its bid for a full takeover of Australian stock exchange operator ASX.

The prosecution amped up the tone of its attacks on Raj Rajaratnam in closing arguments at the insider trading trial of the hedge fund manager on Wednesday, saying the Galleon Group founder wanted to “conquer the stock market at the expense of the law.” The jury is expected to begin deliberations once the defense wraps up its closing arguments either Thursday or next Monday.

Deals wrap: Glencore’s $12.1 billion IPO

GLENCORE/Glencore is looking to raise up to $12.1 billion for its initial public offering in a duel listing that will boost firepower for deals at the height of the resource boom. The long-awaited details of the offer, set to be the largest ever in London, were outlined in an intention-to-float that confirmed an earlier Reuters story. However, the company did not name a new non-executive chairman, a requirement for its listing.

NYSE Euronext and Deutsche Boerse are looking at several options to win support for their $10.2 billion deal, including paying special dividends to shareholders, according to sources briefed on the matter. The idea of paying the special dividends is to win shareholders support over an unsolicited higher offer from Nasdaq OMX and IntercontinentalExchange Inc (ICE). While NYSE Euronext and Deutsche Boerse currently pay dividends, Nasdaq and ICE do not.

BP and Rosneft agreed to extend the deadline for their swap agreement by one month as the British oil producer tries to salvage the $7.8 billion deal. BP’s tie-up with Rosneft is already blocked by a court injunction secured by the company’s Russian partners in its TNK-BP venture.

Deals wrap: BP’s Rosneft deal on the rocks?

BP/The planned $18 billion deal between BP and Rosneft was left even more uncertain after its chief backer Igor Sechin stepped down as Rosneft’s chairman. Sechin, who is also Russia’s deputy prime minster quit after President Dmitry Medvedev ordered the removal of ministers from the board of state companies. BP’s tie-up with Rosneft is already blocked by a court injunction secured by the company’s Russian partners in its TNK-BP venture.

HP held talks with software company Tibco about a possible acquisition until about two weeks ago, according to sources familiar with the matter. The talks come as new CEO Leo Apotheker is expected to revitalize the company’s software division via acquisitions, which only accounts for 3 percent of its revenue. It is not clear if the talks will resume. (more…)

Deals wrap: Nasdaq says offer superior despite NYSE snub

NYSE/NASDAQNasdaq OMX Group responded to NYSE Euronext’s snub by reaffirming their cash and stock offer for the exchange was superior to that of the bid submitted by German rival Deutsche Boerse AG. Nasdaq’s CEO, Robert Greifeld said in a statement they have received positive feedback from NYSE Euronext shareholders and expects, at the very least a meeting with NYSE Euronext to discuss further details. Shares of Deutsche Boerse rose 1 percent after NYSE Euronext’s rejection of Nasdaq’s offer.

Endo Pharmaceuticals Holding Inc. will buy American Medical Systems for $2.6 billion in cash to boost its key urology franchise. The deal is expected to immediately add to Endo’s adjusted earnings for 2011 and to boost 2012 adjusted earnings. (more…)