FT : Hostile takeovers rise to 14-year high in M&A as confidence grows

Hostile takeovers rise to 14-year high in M&A as confidence grows

Hostile takeover offers are making up the greatest proportion of global deal activity in 14 years as resurgent economic confidence leads companies to resist friendly overtures from would-be acquirers and demand greater premiums.
The return of blockbuster takeover attempts by some of the world’s biggest corporations including Pfizer, the US drugmaker, is contributing to the overall value of hostile mergers and acquisitions activity even as the quantity of bids is tracking below previous years.

So far this year, 25 unsolicited attempts with a combined value of $290bn have been made. That amounts to about 19 per cent of the value of all M&A activity in 2014, according to data from Dealogic, the most in any year since at least 2000.
The pickup comes as companies become more optimistic about their futures and are increasingly looking at deals as a way to bolster their business instead of more conservative moves such as share buybacks or dividend payouts.
Hernan Cristerna, co-head of global M&A at JPMorgan, said: “The fact that there are more companies looking to make acquisitions is a function of a strong M&A market where companies feel more confident.”
Bill Anderson, head of Goldman Sachs’ defence practice, says that bursts of hostile deals typically come at the beginning and end of any sustained period of M&A activity, as companies move faster to execute takeovers.
“The factors for a wave like this have been there for a while – cheap debt, high corporate cash balances and an improving economy – but now shareholders are also pushing for sensible deals and rewarding those companies that do them.”
However, many unsolicited offers this year have so far failed to lead to deals as targets are also finding the confidence to remain independent and push for higher premiums from would-be acquirers.
What would have been the biggest deal this year ended with Pfizer being told that it would need to increase its £55-a-share offer to buy UK rival AstraZeneca by at least 10 per cent if it wanted to engage in formal negotiations.
Meanwhile, Charter Communications pursuit of rival cable group Time Warner Cable fell apart when the target agreed a friendly deal to be acquired by Comcast for $42.5bn.
Vikas Seth, co-head of Europe, Middle East and Africa and Global Markets M&A at Credit Suisse, said: “The ability to get an unsolicited deal done still remains as much of an art as a science.”
The biotechnology company Valeant is engaged in the largest active hostile takeover attempt as it has teamed up with activist investor Bill Ackman to pursue a $62bn deal with Allergan, the maker of Botox and other cosmetic drugs, which has thus far resisted a succession of takeover overtures.

>>> Japan BOJ Gov Kuroda: Stimulus launched last year achieved its goal of boost

Japan BOJ Gov Kuroda: Stimulus launched last year achieved its goal of boosting the real economy and ending deflation; 2% inflation target may take more than 2 years to reach - financial press

- Says: "One year has passed ...the policy has been having the intended effects leading to an improvement in financial markets, the real economy, prices... When the BOJ introduced QQE we declared we would intend to achieve a 2% inflation target basically within two years time... The policy of QQE will be maintained and will be continued until we achieve the 2% inflation target and also maintain a 2% inflation in a sustainable manner so it may take more than two years if necessary and anyway we are only half way... Even if the government objective of eliminating the primary deficit by 2020, even if that is achieved, debt will continue to rise and that could be a serious problem for the government as well as the economy."

>>> Barron's Summary

summary: Positive on MS, DHR, ODP, EOG; cautious on LMT, NOC, RTN

- Cover story: Positive on MS: Bank has changed from a run-and-gun investment bank and trading house with a midsize wealth management arm to a financial services company split almost evenly between retail brokerage and trading and managing capital for companies and institutions, which may be the new model for Wall Street success. 

- Features: Cautious on LMT, NOC, RTN: Defense companies could take a hit from cutbacks in government spending as money is channeled into growing medical and disability benefits for returning soldiers; Positive on DHR: Companys shares could rise nearly 20%, to $95, if its able to lift its acquisitions activity and if units such as water treatment, petroleum services, and medical diagnostics gain ground; Positive on ODP: Shares could see a 50% boost amid ongoing cost-savings efforts and a likely growth in sales as retailer focuses on its strong North American business; Positive on EOG: If surge in crude-oil production continues, exploration and production company could see a 32% jump in earnings this year. 

- Tech Trader: Positive on AAPL: Tiernan Ray says company is likely to see a massive number of customers upgrade to the iPhone 7, which could have a larger screen, and that an iWatch could produce $3.6B in additional annual profit, or about $4/share. 

- Trader: In spite of the spring rotation out of biotech and momentum shares, the broad market has been resilient, says Marc Pado, CEO of Dow Bull Advisors; Cautious on VRX: Though Wall Street loves the pharma giant, investors should look carefully at its results under GAAP to get a true picture of how its acquisitions strategy makes it seem more profitable than it is; Cautious on JE: Investors should focus on the declining customer net adds in companys core energy-market business; unless growth rate picks up, company could be in a bind, and for now shares arent worth the gamble. 

- Small Caps: Positive on BCC: Company is in solid financial shape, with net debt of $216M and expected free cash flow this year, and a buyback or dividend will likely boost the stock. 

- Mutual Funds: Interview with Frank Greywitt III and Manoj Patel, Managers, DWS RREEF Global Infrastructure (top ten holdings: AMT, National Grid, TransCanada, Enbridge, CCI, SE, Pembina Pipeline, SRE, SES, Atlantia); Interview with Michael Hasenstab, Chief Investment Officer, Franklin Templeton, who says Slivers of Chinas banking system are toxic, but its unlikely well see a systemic collapse. 

- Follow-Up: Cautious on TMUS: Telecom has done well by changing the way people buy smartphones, but the big question remains whether merger with Sprint will go through; Positive on BNP Paribas: Though penalties for breaking U.S. sanctions have tarnished banks outlook, it is still attractive, and worst-case scenario appears priced into stock, which could see 15-20% gains in 2015. 

- European Trader: Banks are potential winners following latest ECB prescriptions for growth (Positive on Credit Agricole, ING Groep, Erste Group Bank); Automakers Volkswagen and Daimler look like good values, and should each seen growth this year. Asian Trader: Japans economy may not be booming, but its growing, and corporations are using their cash to reward shareholders (Positive on Softbank, Panasonic). 

- Emerging Markets: Perus commodity-rich stock market fell sharply in March as copper prices dropped, but it has begun to battle back, and as one of South Americas most consistent growth engines is a better place than Brazil for investors. 

- Commodities: Cotton industry faces a problem as more apparel makers, fed up with high prices, move to man-made fibers such as polyester and rayon. Streetwise: Citigroupss Steven Englander says the Fed, fearful of damaging a still-fragile economy, may use volatility as a policy tool by creating uncertainty around the path to higher rates. 

- Special Report: Barrons list of the Top 100 Women Financial Advisors, led by Karen McDonald of Morgan Stanley, Susan Kaplan of Kaplan Financial Services, and Rebecca Rothstein of Merrill Lynch PBIG.

(BFW) Iran Eyes $90bn/yr Income From Petrochemical Industry: Official


Iran Eyes $90bn/yr Income From Petrochemical Industry: Official
2014-06-07 16:22:47.735 GMT


By Golnar Motevalli
     June 7 (Bloomberg) -- Iran has potential petrochemical
production capacity of 180 mln tonnes (193 mln U.S. tons) per
year that could generate income of at least $90bn, Deputy Oil
Minister and President of Iran’s National Petrochemical Company,
Abbas Sha’ri, says in interview.
  * Iran currently exporting between $9bn and $10bn of
    petrochemicals/yr, even though production at $20bn, Sha’ri
    says after petrochemical industry conference in Tehran
  * Iran’s existing petrochemical production capacity is 60mln
    tons/yr, only 20mln tonnes of that remains idle: Sha’ri
  * Priorities are to complete plans for petrochemical industry
    and make it more attractive to private investors and to
    improve feedstock production from natural gas
  * Oil ministry in talks with Denmark’s Haldor Topsoe,
    Germany’s Linde Group AG and France’s Axens about deals in
    petrochemicals sector in anticipation of sanctions being
    lifted: Sha’ri
  * NOTE: Haldor Topsoe, Linde Group, Axens attending June 7-8
    International Petrochemical Forum in Tehran.


For Related News and Information:
First Word scrolling panel: FIRST<GO>
First Word newswire: NH BFW<GO>

To contact the reporter on this story:
Golnar Motevalli in Tehran at +971-4-3641020 or
gmotevalli@bloomberg.net
To contact the editors responsible for this story:
Samuel Potter at +971-4-3641050 or
spotter33@bloomberg.net
Alan Crawford, James Amott

WSJ : BNP's Real Capital Punishment Could Come From Clients

BNP's Real Capital Punishment Could Come From Clients

Rough justice: That's what plenty of European bankers and investors, not to mention the French government, feel BNP Paribas BNP.FR +0.84% is getting at the hands of U.S. authorities.

Investors weighing the potential of a fine of $10 billion or more for the French bank for allegedly breaking economic sanctions on Cuba, Iran and Sudan have more prosaic concerns: Will BNP be forced to raise more capital or suspend dividends, and will legal sanctions stop it earning its way out of a hole?

The answers may not be as bad as many fear. Investors might well breathe a sigh of relief at the certainty that comes with any final outcome.

So, political machinations aside, where would a $10 billion hit leave BNP? Core capital, backed out of its reported first-quarter fully loaded Basel III ratio, is €65.4 billion ($89.34 billion). At today's exchange rates and subtracting the €1.1 billion BNP has reserved, the hit from the fine would be €6.2 billion, excluding any tax adjustment. On risk-weighted assets forecast by Goldman Sachs analysts to be €630.5 billion at the end of 2014, BNP would be left with a capital ratio of 9.4%, beneath the 10% minimum it needs.

But the bank will make money this year. Analysts estimate €5.1 billion absent any litigation charges that could result from the U.S. action, according to FactSet. This gets the bank back to 10.2%.

That would be behind peers but not disastrous. However, to stay there BNP likely must scrap its dividend plans. Doing so would save €2 billion to €2.3 billion, although that would harm a stock that sports a dividend yield of 2.9%.

Putting payouts on hold also would bolster BNP's leverage ratio, a straight comparison of capital and total assets that regulators and investors like for its simplicity. Berenberg Bank analysts calculate the capital base for this ratio at about €72 billion, while consensus forecasts for total assets at the end of the year are €1.831 trillion.

With the same penalty and profit math, BNP's year-end leverage ratio would be 3.9%. That would be below many U.S. peers, but comfortably above a 3% minimum threshold. So BNP may be able to swallow a big fine without having to raise additional capital, a dilutive move.

But shareholders can't breathe too easy, for two reasons. First are Europe-wide "stress tests," due to be completed in August. Those could cause swings in BNP's risk-weighted assets and so its capital needs.

Second is the impact of any ban on transacting in the U.S. that could result from the charges. Goldman analysts take a sanguine view, saying the U.S. business is relatively small. They estimate the direct impact would be to cut 2016 earnings by 13%, leaving the bank trading cheap to the sector at 8.9 times 2016 earnings versus a 9.2 times average.

Yet that may underestimate the effect any ban could have on BNP's relationship with global corporate clients. If they take their business elsewhere, BNP will have a much tougher time earning its way back to real strength.

Siemens Bid for Alstom Energy Unit Not Serious: Sunday Telegraph

+------------------------------------------------------------------------------+

Siemens Bid for Alstom Energy Unit Not Serious: Sunday Telegraph 2014-06-08 10:10:30.773 GMT

By Lyubov Pronina June 8 (Bloomberg) -- German engineering co. not serious about bid for Alstom’s energy unit, The Sunday Telegraph reports today, citing unidentified sources. * Siemens conversations with French government designed to ensure if General Electric buys Alstom, it doesn’t gain too much of advantage * Alstom board has accepted GE’s EUR12.4b offer for its energy division * Siemens set itself a June 16 deadline to bid for its European industrial rival

For Related News and Information: First Word scrolling panel: FIRST<GO> First Word newswire: NH BFW<GO>

To contact the reporter on this story: Lyubov Pronina in London at +44-20-3525-8784 or lpronina@bloomberg.net To contact the editor responsible for this story: Daliah Merzaban at +44-20-3525-3630 or dmerzaban@bloomberg.net

>>> Fondazione Carige mandates Banca Imi to sell 10.9% stake in Banca at discount by 10 June

Fondazione Carige mandates Banca Imi to sell 10.9% stake in Banca at discount by 10 June

The board of Fondazione Carige, the financial institution that owns 29% of the listed Italian bank Banca Carige, has mandated Banca Imi to sell a 10.9% stake in the lender, reported Italian daily Il Sole 24 Ore, citing a statement by Fondazione Carige.

The report said that the discount is likely to be about 4-5% on the present share price. The item said that the sale is not likely to take place through the markets.

Fondazione Carige board is to meet on 10 June to approve its participation in Banca Carige's EUR 800m rights issue in order to maintain its stake at around 19% in the bank. The report added that if the sale of the 10.9% stake proves unsuccessful, Fondazione Carige will look instead to sell some of its rights options for the issue.

The item added that Fondazione Carige previously sold a stake in Banca Carige in May at EUR 0.4 a share.

Source Il Sole 24 Ore

>>> SSAB intention to buy Rautaruukki may have hit the rocks

SSAB intention to buy Rautaruukki may have hit the rocks

Sweden's steel giant SSAB intent to buy the Finnish steel company Rautaruukki may have hit the rocks, according to Talouselama. In its unsourced analysis, the Finnish language piece wrote that SSAB's offer was originally scheduled to expire on May 12, and the transaction was conditional based on SSAB acquiring more than 90% of Rautaruukki.

The schedule turned out to be hopeless, the piece wrote. Rautaruukki has more than 40 000 shareholders and its ownership is fragmented badly. The Swedish company extended its offer time on 9 May, because it failed to get sufficient number of shares. Rautaruukki's next notification must be made at the time when shareholders representing 66.7% of shares have approved the acquisition. The new announcement did not come by Wednesday, even though 18 owners is enough to gather up to 72.7% stake.

The sluggishness means that the deal has not gone according to SSAB's plans. Only three weeks is left till the offer expires.

Source Talouselama

>>> Centrica and Qatar government have no comment on talk of Qatar bid; in discussions about other projects

Centrica and Qatar government have no comment on talk of Qatar bid; in discussions about other projects

Centrica CEO Sam Laidlaw and Qatar’s energy minister Mohammed bin Saleh Al-Sada declined to comment on suggestions of a Qatar bid for the listed UK-based energy company, The Daily Telegraphreported. The article noted that Centrica’s share price gained 1.5% yesterday, 6 June in London on rumours that the Qatar government was looking to acquire a major shareholding in Centrica or that Qatar was mulling a takeover offer for the company.

Al-Sada said, however, that Qatar and Centrica were talking about some UK-based energy projects, the item continued. The report noted that Centrica and Qatar Petroleum International (QPI) in 2011 inked a co-operation agreement, while Centrica and Qatargas agreed a GBP 4.4bn (EUR 5.4bn) deal for the supply of liquefied natural gas.

The item went on to quote Centrica’s head of upstream operations, Mark Hanafin, who said Nebras, an overseas investment company set up by the Qatar Investment Authority, QPI and Qatar Electricity and Water Co., was talking to Centrica about gas-fired electricity generation facilities in the UK.

Centrica has begun a sale process for three gas-fired plants, but also plans to upgrade older gas plants at a cost of up to GBP 150m, the report continued.

A market report in the Financial Times said Centrica is continuing to buy back its own shares, suggesting that the company has nothing to disclose that would be price-sensitive.

Separately, Hanafin said Centrica might seek bolt-on buys in Canada, according to The Daily Telegraphreport.

Centrica's market capitalisation stood at GBP 16.91bn at the close of trading in London on Friday.

Source Daily Telegraph, Financial Times

FT : Uber value hits $18.2bn on fundraising

Uber value hits $18.2bn on fundraising

Uber, the taxi app intent on conquering the world, has raised $1.2bn in capital to value the four-year-old San Francisco-based company at $18.2bn, an increase of about $8bn in just weeks. The company said it would raise as much as $1.4bn as strategic investors continued to pile in. Institutional investors, mutual funds and private equity, as well as venture capital investors, have funded the company.

The valuation has soared from about $3.5bn last year, when Google’s VC arm and TPG, the private equity group, led a $258m investment in the company. Travis Kalanick, Uber’s chief executive and co-founder, said it was just the beginning of the “Uber story”. The app, allowing users to summon a vehicle ranging from a limousine to a regular car, is available in 128 cities in 37 countries around the world. It has also talked of expanding into deliveries and other services. Uber’s new price tag makes it worth almost as much as WhatsApp, the messaging service bought by Facebook for $19bn, and more than the $10bn valuation placed on Airbnb and Dropbox in their recent capital raisings. This is despite wavering in the valuations of high-growth tech stocks on public markets, which have punished companies such as Twitter and Workday. Early stage talks with investors valued Uber at about $10bn just weeks ago, according to several people familiar with the discussions. Uber is expected to use the money to fuel its rapid expansion and head off threats from rivals Lyft, Sidecar and Hailo. The $18.2bn includes the $1.2bn raised, giving it a pre-fundraising valuation of $17bn. The company takes a share of the fee for every ride. Financial details leaked last year suggested customers spent more than $1bn on journeys in 2013, with about $200m going to Uber. Uber has faced criticism over its “surge pricing” tactic, which can see customers pay up to seven or eight times the standard price in very busy periods, leading to battles with regulators around the world. As it expands to new cities, it has also confronted the local taxi industry which has fiercely challengedagainst its operations. With our growth and expansion, the company has evolved from being a scrappy Silicon Valley tech start-up to being a way of life for millions of people in cities around the world - Travis Kalanick, Uber chief executive Uber drivers in Brussels were threatened with fines of €10,000, while a Berlin court ruled in favour of the local taxi association by saying the drivers should be classified as rental car businesses not taxis. “With our growth and expansion, the company has evolved from being a scrappy Silicon Valley tech start-up to being a way of life for millions of people in cities around the world,” Mr Kalanick said. “This ‘Uber’ way of life is really a reflection of our mission to turn ground transportation into a seamless service and to enable a transportation alternative in cities that makes car ownership a thing of the past.” Fidelity Investments led the fundraising with $425m with BlackRock, the world’s largest fund manager by assets under management, putting in $175m. The firms will distribute their holdings across several of their mutual funds. Wellington Management also contributed, according to sources familiar with the deal. Traditional fund managers have scrambled to gain access to pre-IPO deals in recent years, particularly since the US Jobs Act allowed companies to stay private for longer. BlackRock’s recent investments include Turn, an advertising technology company, and Lending Club, a peer-to-peer lender; Fidelity was a pre-IPO investor in Facebook. Kleiner Perkins, a Silicon Valley venture capital firm, also participated in the funding round. Bill Gurley, an Uber board member and partner at Benchmark Capital, which was an early investor in the company, said the “rather unusually high valuation” was because some “intelligent” investors liked what they saw in Uber’s financials. “From our perspective, we’re very lucky with its growth trajectory. Of all the companies we’ve been involved with only eBay has anything like the same type of trajectory,” he said. “It is pretty remarkable and rare.”