DealZone

Clock ticks as AIG ponders AIA’s prospects

American International Group CEO Robert Benmosche asked the insurer’s board for time to explore options besides a public offering for its Asian life unit after a $35.5 billion deal to sell it to Prudential fell apart, a source familiar with the matter tells Paritosh Bansal.

Benmosche wanted to explore other options for American International Assurance, including selling parts of the business, after the directors on Monday voted down a sale to Prudential on revised terms, the source said. The British insurer had asked AIG to cut the price to $30.4 billion.

Putting aside for the moment what AIA may actually be worth, AIG’s board and even Uncle Sam can possibly be forgiven for not wanting to appear too desperate to sell. They certainly would have had a harder time setting prices for other assets if Pru was able to knock a sixth off the price just for asking.

Plus, there appears to be surprisingly little appetite in Washington for holding AIG’s feet to the fire to get back the tens of billions of dollars in bailout support that made the U.S. government AIG’s most dominant shareholder and creditor.

A date has yet to be set for the next board meeting on the issue of what to do with AIA, but with congressional elections in November, the longer they wait, the bigger the risk that hawkish politicians begin to circle.

AIG won’t haggle?!

With an outstanding IOU to Uncle Sam of more than $50 billion, AIG hardly seems to be in a position to turn up its nose at a lower bid for AIA from Britain’s Prudential. The message was pretty clear to Pru’s CEO Tidjane Thiam that his shareholders were in little mood to approve a $21 billion rights issue to fund a $35 billion purchase of AIG’s Asian assets. So he came back with a $30 billion offer. No surprises there. He’d be mad not to haggle, particularly given it looks like Pru is the only buyer out there.

Suggestions that AIG would opt for an IPO of the Asian business shouldn’t have been much of a threat to Pru’s bid. Expectations were that AIG would get around half what Pru was offering – after haggling – if it went to market, and that assumed a market with a whole lot more appetite for new issues than the one AIG is now looking at.

So what gives? Does AIG have some mystery buyer waiting in the wings willing to hit its magic price tag? Or has AIG CEO Robert Benmosche been given some secret blessing by the U.S. Treasury to slow down the asset sales and try to rebuild the business? That’s almost harder to believe than the white knight suggestion. This is an election year, and politicians will smell blood if it starts to look like AIG is dragging its heels in paying its bills.

Pru gets an earful over AIA deal

RiskMetrics has weighed in against Pru buying AIG’s AIA Asian assets, saying $35.5 billion is too much. The risk advisory firm joins a chorus of analysts chirping away from Singapore to London about problems with a deal that would pay off a huge chunk of AIG’s debt to Uncle Sam while transforming Pru into an Asian powerhouse.

Prudential holds a shareholders vote on June 7 to clear a $21 billion rights offer to fund the acquisition. One big issue is the price tag, which has drawn scrutiny given the fact that AIG has limited leverage to demand a big premium since it is selling the assets under duress. Pru’s ability to hit its projected revenue “synergies” from the deal are a big concern too.

CLSA Asia Pacific Markets, a broker not involved with deal, said in a report last week that a plan keeping both AIA and Pru brands intact and competing with each other will negate such gains. “It is already a challenge to retain agents, let alone target a dramatic increase in sales,” CLSA said.

Pru looks to appease shareholders

IAAPrudential’s strategy to appease shareholders: It will spit out what it can’t chew as it swallows a business bigger than itself.

The UK’s largest insurer is expected to outline divestments of some Asian assets in its upcoming rights offering prospectus to allay concerns about its planned $35.5 billion acquisition of AIA, AIG’s Asian life insurance unit.

Shareholders have become fretful about Prudential’s ability to pull off the mega transaction. It hit a regulatory snag last week and delayed the release of the prospectus for the $21 billion rights issue to part fund the deal.

DealZone Daily

American International Group was closing in on a deal to sell its foreign life insurance unit to MetLife Inc for about $15.5 billion in cash and stock, sources familiar with the matter say. MetLife is expected to pay AIG about $6.8 billion in cash and about $8.7 billion in equity, which includes convertible preferred, common shares and common equivalent securities, for the unit, American Life Insurance Co (Alico). Read the Reuters story here.   Indian conglomerate Essar Group plans to raise about $2.5 billion to $3 billion by listing its energy and power businesses on the London bourse in late April, a person familiar with the matter says. Read the Reuters story here.   In other M&A and corporate finance news on Monday:   Kraft Foods is being investigated by UK regulators on whether the company misled employees and investors in its pursuit of Cadbury, the Wall Street Journal said, citing people familiar with the matter.   Top Prudential shareholders are threatening to revolt because they were not given a role subunderwriting the insurer’s $20 billion rights issue, reports the Telegraph. Shareholders are “furious” they have not been offered a role and that the job and lucrative fees that go with it have been given to a group of 30 banks instead.

DealZone Daily

Pfizer will present a nearly $4 billion offer for Germany’s Ratiopharm this week, sources tell Reuters, launching a possible bidding war with Teva Pharmaceutical and Actavis. A decision is unlikely before the end of the month.

Hedge fund Elliot Associates offers to buy Novell Inc — the world’s No. 2 maker of Linux — sending its shares up 28 percent. Speculation is that other bidders could come in and drive the price up further.

Britain’s Prudential seems to have stopped its decline after it announced a $35.5 billion takeover of AIA — the Asian life insurance business of AIG. The stock dropped a fifth since the Pru announced its offer, but it’s now bounced a percent or so.

Can AIG become small enough to fail?

What if AIG sold everything it had? How big a hole in the ground would be left? Perhaps something less than a crater but certainly more than a gopher hole, now that it has agreed to sell its Asian life insurance arm to Prudential of the UK for $35.5 billion. AIG CEO Robert Benmosche, who has been focused on getting as much as he can for the assets that once made up the AIG colossus, must have figured the deal was more lucrative than the Hong Kong IPO that had been in the works.

AIG is busy repaying a $182.3 billion government bailout it received at the height of the financial crisis. First to be paid back are a $16 billion special purpose vehicle and $25 billion taken out of a credit facility taxpayers set up for AIG. The Prudential deal won’t cover those debts, but next up is the pending sale of American Life Insurance Co, or Alico, to MetLife in a $15 billion deal held up by a tax question.

Earlier this month, Benmosche said AIG would shed enough assets to remain a global property-casualty and U.S. life and annuity operation at its core. AIG would become “not too big to fail,” he said in an interview with Contact. But having already been saved once, and with taxpayers now owning the company, the question of success or failure seems almost pointless.

DealZone Daily

A negligible 1.5 percent of Cadbury (CBRY.L) shareholders have tendered their stock to Kraft (KFT.N) at the first deadline — as expected, most are waiting for a higher offer from the U.S. food group. Billionaire Warren Buffett gave Kraft an embarrassing slap on the wrist on Tuesday, warning it not to overpay for the British confectioner. His words caused a steep drop in Cadbury shares, as markets discount a smaller chance of the bid succeeding. But then again, Kraft raised the cash component of its offer, while possible rival bidder Nestle (NESN.VX) bowed out of the race.

Singapore’s third-largest lender United Overseas Bank (UOBH.SI) will sell ifs Singapore life unit to Britain’s Prudential (PRU.L) for around $310 million.

And in other media:

An unnamed Russian group is close to buying control of one of Ukraine’s largest steel groups, Industrial Union of Donbass, the Financial Times says.