DealZone

Hostilities resume

wwwreuterscomboxing1(Acquisitions Monthly) The past year has seen the return of the hostile bid approach, requiring advisers to deploy their full range of defensive skills to fend off such opportunistic offers, or force the bidders to raise their price.

Finding the right balance between those two goals can be notoriously tricky. In theory, National Express defended itself successfully from a series of approaches this year, initially from transport rival First Group then from private equity group CVC in conjunction with major shareholder the Cosmen family and latterly Stagecoach.

However, this victory looks Pyrrhic. The company’s share price is 25% below the high point it reached during the offer period. Added to that, the board also now faces a disgruntled shareholder base. Hedge funds are seeking quick profits while its largest investor is at strategic odds with the directors and unwilling to support a rights issue.

That is far from ideal. A better outcome has transpired for Anglo American after rival miner Xstrata suggested a merger of equals in late June. Since the latter decided in mid-October not to submit a formal proposal, after a prompt from the Takeover Panel, Anglo’s shares have risen 17%. The company also remains independent.

In a sense, Anglo American was in a strong position. Xstrata’s nil-premium offer was not particularly compelling and Anglo had key South African shareholders that were never likely to support an alternative proposal.

DealZone Daily

Shares in banks, builders and companies part-owned in the Middle East fall around the world, and investors seek safety in government bonds on worries about Dubai’s ability to pay its debts.

Meanwhile, global miner BHP Billiton (BHP.AX) dismisses talk that rival Rio Tinto (RIO.AX) is baulking at a proposed $116 billion joint venture in iron ore, insisting the two are close to a binding agreement.

For the latest deals news from Reuters, click here.

And here’s the top stories from the newspapers (some external links may require subscription):

Sweet nothings for Cadbury

So far, Cadbury’s hope that Italy’s Ferrero and U.S.-based Hershey will make a counter-bid for the chocolate company look like a pipedream. Cadbury’s stock has ticked up but is still pretty much where it has been since Kraft’s hostile $16.8 offer hit the market. Nobody appears to be buying the idea that a white-chocolate knight will come up with a bid to seriously rival Kraft’s.

The chance of a joint Ferrero-Hershey bid may be slim. Questions about funding commitments and investment restrictions set on Hershey by its charitable trust ownership structure make any deal involving the maker of chocolate kisses a tough sell.

And market sources say that if they were successful, a Ferrero-Hershey tie-up would likely lead to a breakup of Cadbury along geographic lines.

DealZone Daily

Sigh of relief for Cadbury? Hershey and Ferrero may join forces to launch a rival bid for Kraft‘s offer for the British confectioner, a source tells us. On a rather much smaller scale, Cosmo Pharmaceuticals plans to buy rival BioXell for around $40 million, it says. For these and all other Reuters stories on deals, click here.

Plus a look at other media (some links may require subscription):

Hyundai Motor Co is planning to sell off its stake in affiliate Hyundai Mobis Co in a block trade to comply with antitrust rules, according to online media provider eDaily.

Apollo Management, the private equity firm headed by former Drexel Burnham Lambert executive Leon Black, is planning to list on the New York Stock Exchange, the Financial Times says.

Warren Wonka the Candyman?

Warren Buffett knows sweets. His Berkshire Hathaway is the largest shareholder in Kraft Foods, which made an unsolicited — and rebuffed — $16 billion bid for Cadbury. The Wall Street Journal reported that the trust that holds voting control of Hershey has hired Buffett’s favorite banker, Byron Trott, as it also weighs whether to pursue the British chocolate maker.

Trott, a former Goldman Sachs banker who runs his own firm now, is known for his expertise in candy as well as in advising family- and trust-owned companies. He convinced Buffett to pay $6.5 billion to help finance Mars in its $23 billion takeover of Wrigley last year.

Paritosh Bansal and Jessica Hall report that while Trott’s latest engagement may not have anything to do with Buffett, he may end up helping the billionaire investor. Sources previously told Reuters Hershey is unlikely to make a bid on its own for all of Cadbury. But Hershey may want to pick up pieces of Cadbury, which makes Dairy Milk chocolate, Halls cough drops and Trident gum. This could bode well for Buffett, some investors said.

Is the worst over?

Merger mania is back, at least that’s what the numbers seem to show.

A staggering total of about $60 billion worth of corporate deals have been announced or rumoured in global markets since Saturday alone. The takeover feast is impressive, spread as it is across diverse sectors such as foods, semiconductors, financials and telecoms.

Kraft Foods’s blockbuster $16.7 billion offer to buy Cadbury has suddenly turned the spotlight back to dealmaking and swept away markets’ lingering concerns of patchy economic growth. The rising deal volume is a welcome relief for investment banks, who’ve gone through a torrid year after Lehman’s bankruptcy last September brought M&A to a halt. The dealmaking will help them partly fill their coffers with much-needed advisory fees and a kick up in the league tables.

No doubt with many equity markets rallying to 2009 highs, and lured by prospects of improved valuations, many buyers are chasing deals while prices are seen as cheap. That could have been the thinking behind Abu Dhabi’s move to offer $1.8 billion to buy loss-making Nasdaq-listed, Singapore-based Chartered Semiconductor in a chip sector emerging from its worst downturn.

from Commentaries:

Cadbury’s Kraft sugar rush overdone

KRAFT-CADBURY/Kraft's offer for Cadbury got off to a sticky start on Tuesday when the U.S. food group's stock fell 6 percent, taking some of the buzz out of Cadbury's bid-fuelled share price.

Kraft's initial offer has raised expectations of a higher bid, but while it is likely to have to pay more to win, the take-out prices now being touted are stretching the value of the British confectionery group further than a Curly Wurly.

The multiple paid by Mars to Wrigley -- some 17.5 times EBITDA -- has encouraged analysts to look for a valuation of 15-16 times forecast 2009 EBITDA, implying a price of 10 pounds or more, against Kraft's 7.16 pound per share offer after the fall in the Kraft price. The Cadbury share price also gave up some of its gains, but is still well above the value of the bid.

Will Cadbury prove too rich for Kraft?

August may be considered the month of silly news when bankers virtually pack up and retreat to their summer hideaways with their blackberries. But not so for those at Lazard, Citigroup, and Deutsche Bank, left behind to advise Kraft, the world’s second-largest food manufacturer after Nestle, on its bid for Cadbury. Kraft is offering £10.2 billion ($16.75 billion) in cash and stock for the sweets group.

Cadbury’s board, led by its relatively new chairman, Roger Carr and advised by Goldman and UBS, has rejected the offer on the table of 745p per share as too low, even with a 40 percent premium attached. Carr and Chief Executive Todd Stitzer figure they can do a better job on their own.

Analysts had caught a scent of the deal in July, but they had not expected one to come so soon. News of Kraft’s late-August approach broke on Monday, pushing Cadbury’s shares up toward the 800p mark – a valuation analysts said was more realistic, and one that Cadbury’s board might be willing to recommend to its shareholders.