DealZone

A Facebook IPO is a few years off, Bank of America raises $13.47 billion in a share sale, GM’s bankruptcy plan envisages a quick sale to government, and more. Here are the latest deal-related stories:

Facebook CEO says IPO a few years out

Bank of America raises $13.47 billion in share sale

GM bankruptcy plan eyes quick sale to government

SolarWinds IPO prices at $12.50, above range

IBM to continue being active dealmaker

Itau interested in buying small banks in Brazil

Broadcom urges Emulex investors question rosy view

Viterra to buy Australia’s ABB for $1.2 billion

Investors expect better hedge fund terms

And in the morning papers:

Global mining company Rio Tinto may replace the $7.2 billion convertible bond that is part of its tie-up with Chinalco with a capital raising underwritten by the Chinese firm, The Australian newspaper said. Reuters story here.

India’s Religare Enterprises and Australia’s Macquarie Group have jointly bid $500 million to buy AIG Investments, which manages $100 billion in client funds globally, according to The Times of India.

David George, chief executive officer at Enterprise Inns, has invested 134,000 pounds in the company’s bonds, which are trading at around two-thirds of their face value, the Financial Times reported.

The British government will approve a Private Finance Initiative scheme to upgrade London’s M25 motorway, a project backed by 925 million pounds of bank loans and 200 million pounds of equity, The Times said.

And earn-outs are in. So says a new survey looking at almost 500 European deals from 2007-08 (most below $500m). As I wrote:

“The balance of power in European mergers and acquisitions (M&A) has shifted towards buyers, with deals containing more legal safeguards against a purchase turning sour, a survey released on Tuesday showed.

“The survey, by lawyers and accountants CMS, found more deals now contain ‘earn-out’ or ‘material adverse change’ clauses to protect buyers, and they often get longer to assess if a business is all it was promised to be.”

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.

Is now the time to be bulking up in M&A and other kinds of corporate finance advice?

On Monday, Societe Generale trumpeted the hire of a top French dealmaker from JPMorgan — the auspiciously named Thierry d’Argent — and reiterated its big plans for European M&A. Daiwa Securities SMBC agreed to buy mid-market corporate finance house Close Brothers Corporate Finance. Meanwhile Barclays Capital is making lots of equity markets hires, and says it aims to be one of the world’s top full-service investment banks.

As I wrote:

“A clutch of banks with previously limited reach in European takeovers and other corporate advisory work are betting now is a good time to grab market share — before the dealmaking business recovers.

State Street is selling $2 billion of stock, Morgan Stanley expects more listed company share sales and billionaire Kirk Kerkorian strikes his latest deal, and more. Here are the latest deal-related stories:

State Street sells stock, takes $3.7 billion charge

Morgan Stanley exec sees more follow-ons

Kerkorian buys MGM Mirage shares, stake now 42 percent

Fujitsu eyes more M&A to boost software operations

Lehman seeks OK to probe Barclays payment

Kona Grill shareholder offers to take company private

Morgan Stanley to sell remaining stake in MSCI

And in the morning papers:

The U.S. Treasury has preliminarily granted BlackRock Inc a second-recond interview to buy toxic assets from U.S. banks, using taxpayer money, the Wall Street Journal said on its website.

German retailer Arcandor AG‘s Chief Executive, Karl-Gerhard Eick, said he opposed Metro AG‘s proposal to combine the two companies’ department store chain, Sueddeutsche Zeitung reported. Reuters story here.

There’s been plenty of deal-related argument from the fast-expanding stable of Reuters columnists over the last week.

Anglo-Spanish dealmaking has a chequered recent history — look no further than Ferrovial’s (FER.MC) disastrous takeover of airports operator BAA. But this shouldn’t put British Airways (BAY.L) and Iberia (IBLA.MC) off fast tracking their planned tie-up to help stem losses, says Alexander Smith.

Tech columnist Eric Auchard says while Larry Ellison, Oracle Corp’s chief executive, “is not saying so directly yet … the unmistakable conclusion to draw is that he is ready to embark on a new wave of mergers to consolidate the business computer market, once the Sun deal closes.”

AIG plans to float its Asian crown jewel, Volkswagen halts talks with Porsche, Nomura hires for a massive push in U.S. equities, and more. Here are the latest deal-related stories:

AIG to launch IPO for Asia crown jewel

Volkswagen halts tie-up talks with Porsche

Nomura hires for massive U.S. equity push

Cubs’ offer won’t be voted on next week: sources

Babcock & Brown infrastructure fund gets acquired

China pension fund plans foreign PE deals: sources

China government OKs Minmetals’ OZ Minerals deal

Daiwa SMBC to buy unit of Britain’s Close Brothers

Whitehaven says to drop merger deal with Gloucester

Metro to present Karstadt deal outline: sources

And in Europe’s morning papers:

* Hedge fund manager Noam Gottesman, co-chief executive of GLG Partners Inc (GLG.N), plans to move to New York from London to build up the fund’s U.S. assets, the Daily Telegraph said.

* Alan Miller, former fund manager at New Star, plans to launch two new funds in a joint venture with Alexander Spencer Churchill, the Daily Telegraph said.

The drop in U.S. stocks through the first three months of 2009 did little to spur merger activity in the U.S. industrial sector, but a top executive at blue-chip manufacturer United Technologies Corp argued on Thursday that the recent rebound in share prices could spur buying.

“This recovery that we’ve seen in the market probably helps because it sets a more realistic baseline from which to negotiate,” said Greg Hayes, chief financial officer of the world’s largest maker of elevators and air conditioners, which has said it plans to be aggressive in seeking acquisitions this year. “Obviously you’d like to buy everything as cheaply as you can, but you have to be realistic. It’s probably a better market today than it was even six weeks ago.”

The rest of the year may put his thesis to the test, as the falloff in M&A activity was dramatic in the first quarter. Data from PricewaterhouseCoopers showed just 13 industrial sector deals worth a total of $1.6 billion. That’s down from 43 deals worth $8 billion in the first quarter of 2008.

It's a puzzle M&A bankers and corporate executives have been trying to solve for years: how far from your home market can an acquisition take place and ultimately stumble over cultural differences? It's a question that looms large as quintessentially Italian automaker Fiat prepares to swallow up Chrysler -- inventor of the K-car and the minivan -- and which reportedly haunts St Louis-based employees of Anheuser Busch in the aftermath of their company's takeover by the penny pinching Belgians and Brazilians at InBev.

Gary Katz, CEO of Deutsche Boerse unit International Securities Exchange, insisted during his appearance at the Reuters Exchanges and Trading Summit that all has been sweetness and light since the Germans assumed control of the upstart American options exchange and that there has been "nearly zero turnover" since the takeover.

But Thomas Kloet, Chief Executive of Canadian exchange powerhouse TMX, was one of several executives at the summit who insisted that cross border mergers can often be a recipe for disaster and that the ideal mergers are "domestic roll-ups" like CME Group's takeover of Nymex and the Chicago Board of Trade or indeed TSX Group's takeover of the Montreal Exchange, which created TMX.

Investment bank Jefferies recently released a report on technology M&A in the first quarter of 2009. As one can imagine, there are few surprises. We may as well give you the highlights here, which point to some signs of recovery compared to the end of last year, but clearly there's still a long way to go:

The number of tech deals in North America fell 4 percent to 373 in the first quarter from the fourth quarter of 2008. It's the lowest level of activity in five years, but at least the drop is a manageable 4 percent -- in the December quarter, the number of deals dropped 23 percent from the third quarter of 2008. The aggregate value of North American M&A transactions was $4.3 billion in the first quarter, also a 4 percent drop from the prior quarter and an 85 percent plunge from the first quarter of 2008. Not a single tech IPO priced in the U.S. market during the quarter. The biggest tech deal announced in the quarter was Autonomy's purchase of Interwoven for $764 million. The first quarter of 2009 has only three transactions greater than $500 million, compared to 10 such deals in the year-ago quarter.

The Jefferies survey also looks at tech M&A in Western Europe, which presents a similarly gloomy picture. Nine of the top 10 Western European deals in the first quarter were cross-border, and four of them involved U.S. buyers. The aggregate deal value fell 80 percent to $1.8 billion compared to the fourth quarter of 2008.

But it's interesting to note that the mix of deals in the software, services and media sub-sector hasn't changed much quarter to quarter. For example, IT services deals have hovered at about 30 percent of total transactions for the past five quarters, while digital media M&A has ranged from 32 percent to 35 percent of total deals in the same period.