WSJ : Carl Icahn Buys 13% Stake in SandRidge Energy

Carl Icahn Buys 13% Stake in SandRidge Energy
The investor joins other shareholders who are against SandRidge’s proposed acquisition of Bonanza Creek

Carl Icahn has purchased at least 13% of SandRidge Energy Inc., SD 5.29% according to people familiar with the matter, joining a list of shareholders who say a deal the oil-and-gas producer struck last week makes little sense.

The stake, Mr. Icahn’s first new activist position this year, makes him the biggest holder of SandRidge shares. He had already been buying on the belief they were cheap, but scooped up millions more in the wake of the announcement that SandRidge would buy Bonanza Creek Energy Inc. BCEI 1.45% for about $750 million, the people said.

Like the other investors, Mr. Icahn believes the Bonzana Creek deal echoes a prior ill-fated acquisition binge at the company, the people added. The investors, which include Fir Tree Partners, also question the quality of Bonanza Creek’s properties, argue the price is too high and complain SandRidge is using undervalued stock to pay for the acquisition.

The investors say they expected SandRidge to run a disciplined oil-and-gas producer in Oklahoma and Colorado, not strike big deals.

SandRidge’s stock tumbled as much as 20% the day the Bonanza Creek deal was announced, and as of Wednesday afternoon remained down even amid the heavy buying of Mr. Icahn and some others. As of Wednesday’s close, the shares had dropped 26% this year, giving the Oklahoma City company a market value just shy of $600 million.

“We take our stockholders’ thoughts and concerns seriously and look forward to the opportunity to further engage on this matter in the coming weeks,” said SandRidge spokesman David Kimmel.

SandRidge Chief Executive James Bennett told analysts last week that the combination “creates a more balanced portfolio” of mature drilling fields in Arkansas and Oklahoma that can help generate cash to fund development. It would also give SandRidge more exposure to oil, as opposed to natural gas, add drilling locations that offer higher returns and produce cost savings while boosting the company’s purchasing power, he said.

The famed activist investor’s presence will likely escalate the pressure on Mr. Bennett, who took over the company in 2013 when a heated investor fight felled his predecessor, founder Tom Ward. SandRidge filed for bankruptcy in May 2016 amid falling oil-and-gas prices and hefty debts the company piled up while attempting to find a sustainable strategy. It emerged in October 2016, with Mr. Bennett still at the helm.

Fir Tree, which holds about a 7% stake, blasted the proposed Bonanza Creek deal in a public letter on Monday. Susquehanna Investment Group LLC and Cannell Capital LLC, which own over 4% and 1.5%, respectively, have also said they oppose it.

“Put simply, the proposed acquisition of Bonanza makes no economic or strategic sense,” Fir Tree wrote.

Because of the stock issuance it involves, the Bonanza Creek deal would require a vote of SandRidge holders.

SandRidge was started in 2006 by Mr. Ward, who had earlier founded Chesapeake Energy Co. with famed wildcatter Aubrey McClendon. SandRidge was quickly worth more than $11 billion, but its value plummeted in the financial crisis.

A series of controversial deals, culminating with one in 2012 involving Gulf of Mexico oil fields, attracted activist investors who called for Mr. Ward’s ouster. He landed a severance package worth roughly $90 million.

Though Mr. Icahn wasn’t part of the original fight with SandRidge, he does have a history with the company, having booked a sizable profit when he sold Mr. Ward some small companies. The investor has long been involved with energy stocks, helping oust Mr. McClendon from Chesapeake for example.

>>> US Close Dow -0.27% S&P -0.08% Nasdaq +0.07% Russell -0.14%

Closing Market Summary: Wrapped Up in a Holiday Trade

The trading day is done, and for many participants, it was over before it began.  The low trading volume said as much, as did the small changes in the major indices which held to tight trading ranges throughout the session.

Price returns ranged from down 0.3% for the Dow Jones Industrial Average to up 0.1% for the Nasdaq Composite, which established another record high.

The lack of concerted movement was not surprising considering the large gains registered on Tuesday left many participants convinced that the turkey-day work was done and that the time had arrived to settle in for the Thanksgiving holiday.  Markets will be closed on Thursday and the stock and bond markets will have early closes at 1:00 p.m. ET and 2:00 p.m. ET, respectively, on Friday.

While there wasn't much movement today at the index level, there were some notable moves in individual stocks.  Standouts in that regard include the likes of Deere & Co. (DE 145.33, +6.10, +4.4%), Hewlett-Packard Enterprise (HPE 13.10, -1.02, -7.2%), GameStop (GME 17.38, +0.65, +3.9%), and Guess? (GES 15.62, -2.33, -13.0%), all of which reported earnings results after yesterday's close.

Separately, there was notable strength in shares of Apple (AAPL 174.96, +1.82, +1.1%) and Amazon.com (AMZN 1156.16, +16.67, +1.5%), both of which are expected to be big beneficiaries of the holiday selling season, which will ramp up excitedly on Thursday.  In the same vein, a number of retail issues exhibited relative strength in front of Black Friday.

From a sector standpoint, the telecommunications sector (+1.7%) had the best showing as industry leaders Verizon (VZ 47.12, +0.94, +2.0%) and AT&T (T 34.86, +0.53, +1.5%) were pushed higher on speculation the FCC may soon roll back net neutrality rules.

The energy sector (+0.4%) was next in line, getting a boost from rising oil prices ($57.98, +$1.15, +2.0%), which benefited from a weaker dollar, reports of a drawdown in oil inventories, and some defensive posturing in front of the holiday that also showed up in the Treasury market.  The yield on the 10-yr note slipped four basis points to 2.32%. 

All other sector moves were limited to down 0.4% to up 0.1%.

For the most part, the major indices were non-responsive to news today, including the release of the FOMC Minutes for the October 31-November 1 meeting, which contained the admission that "several participants expressed concerns about a potential buildup of financial imbalances" given elevated asset valuations and low financial market volatility.

Some misgivings about the low inflation readings were also expressed in the minutes, but overall, there was no change in the market's perception that the Fed is inclined to raise the target range for the fed funds rate at its December meeting.  That consideration was reflected in the fed funds futures market, which was unchanged from Tuesday in showing a 100% probability of a rate hike at the December meeting.

There was a good bit of economic data released today, although none of it stirred any concern -- or conviction -- mong today's participants.

  • The Durable Goods Orders report for October revealed a 1.2% decrease in orders (consensus +0.4%) that was led by a 4.3% drop in new orders for transportation equipment. Excluding transportation, orders were up 0.4% (consensus +0.5%) on the heels of an upwardly revised 1.1% increase (from +0.7%) for September.
    • The key takeaway from the report is that business spending decelerated in October, yet there is little reason at this juncture to think that deceleration is more than some normal slowing following some nice-sized gains in previous months.
  • Initial claims for the week ending November 18 decreased by 13,000 to 239,000, as expected, leaving claims in the sweet spot they have been for some time. Continuing claims for the week ending November 11 increased by 36,000 to 1.904 million.
    • The key takeaway from the report is that it covers the period in which the household survey for the November employment report was conducted, so it should feed economists' expectations for another solid month of nonfarm payroll gains.
  • The University of Michigan's Consumer Sentiment Index for November was revised to 98.5 (consensus 97.9) from the preliminary reading of 97.8. The upward revision was a byproduct of an upward adjustment in the reading for the expectations index. The final reading for October was 100.7, which was a decade peak, so consumer sentiment remains at lofty levels.
    • The key takeaway from the report is that consumers are feeling more confident in their expectations for income, employment, and inflation, which could bode well for future spending activity.

Happy Thanksgiving!

  • Nasdaq Composite +27.6% YTD
  • Dow Jones Industrial Average +19.1% YTD
  • S&P 500 +16.0% YTD
  • S&P Mid Cap 400 +11.9%
  • Russell 2000 +11.9% YTD

FT : In charts: how US retailers fared as Amazon powered ahead

In charts: how US retailers fared as Amazon powered ahead
Investors have made a decisive bet that some traditional stores will not survive

America’s annual Thanksgiving holiday is followed by “Black Friday” — traditionally the heaviest shopping day of the year, when economists monitor sales and gauge the strength of the economy. This year, however, the attention will mostly be on where people are shopping and how they are doing it.

Internet retailing has been growing and making inroads for two decades but the last year has spurred investors to make a decisive bet that some traditional retailers are doomed. So far this year, internet retailers have surged while the share prices of department stores have collapsed — even though retailing as a whole has fared well.

Once huge names in American retailing, like Macy’s and JC Penney, have seen their market values shrink while Amazon and other internet retailers — plus a few large retailers including Walmart and Home Depot that have resisted incursions from the internet — have growth ever more dominant. This is how the retailing sector has changed, in terms of market value, so far this year:

Malls have generated the greatest concern for investors. An American invention, and long the favoured way for many people across the country to go shopping, the mall is now under pressure. Over the past year, confidence in the real estate investment trusts that hold and operate malls has plummeted, even as the rest of the real estate sector has performed well.

There is good reason for the loss of confidence. Thasos, a company that uses cell phone geolocation data to track foot traffic in malls, and other places, shows that even the best performing mall groups have suffered a decline in traffic over the past year. For the worst performing malls, the drop in footfall over the past 12 months is worse than 10 per cent. The bad hurricane season in August and September depressed activity, but there has been no recovery in the weeks since.

US malls may face a greater threat from the internet than their counterparts in Europe do, because there are far more of them. Thanks to the greater development space available in the US, and more lenient planning laws, the US has far more retail space per person than other countries.
For investors, this has not been a problem, because the incredible rise of Amazon has created far more market capitalisation than has been lost by the decline of traditional bricks-and-mortar retailers. The rise in Amazon’s market capitalisation this year alone is bigger than the combined total market values of virtually every familiar chain that is to be found in US malls.

Analysis of sales data produced by Second Measure, a research firm that uses anonymised credit card data, suggests that Amazon’s growth may finally reach the point this year when its sales overtake those of Walmart’s bricks-and-mortar stores. Amazon’s steady growth has become far more rapid over the past 12 months. It nearly caught Walmart last Thanksgiving; it now looks virtually certain to overtake it this year. Walmart’s online efforts have led to strong growth in its ecommerce revenues (it expects online sales to grow 40 per cent to $11.5bn for the fiscal year to January) but they remain a relatively small portion of its total sales, which were $486bn last year.
The threat to the big mall-based department stores is not only from the internet. The sales data also show that the biggest “dollar stores” such as Dollar General, which sell very cheap items to a relatively poor clientele, have increased sales faster even than Amazon, from a much lower base. While e-commerce remains the biggest challenge to the big mall stores, the shrinking of their market as middle-class incomes stagnate is also a serious problem for them:

Department stores in malls will mostly be opening on Thursday afternoon this year. Much is at stake. The retailing sector as a whole is growing. Even if Amazon, Walmart and Home Depot are excluded, the market cap of the rest of the sector has remained constant. But the cost in terms of lost jobs, or defaulted debt, should malls be forced out of business cannot yet be counted.

Reuters - China clamps down on online micro lending; U.S.-listed shares plunge

China clamps down on online micro lending; U.S.-listed shares plunge

BEIJING (Reuters) - China took steps to rein in the rapidly growing and lightly regulated market for online micro-lenders in the government’s latest crackdown on internet finance, sending shares of U.S.-listed Chinese financial firms into a tailspin.

A top-level Chinese government body issued an urgent notice on Tuesday to provincial governments urging them to suspend regulatory approval for the setting up of new internet micro-lenders, sources who had seen the notice told Reuters.

The multi-department body, tasked by the central government to rein in risks in the internet finance sector, also told local regulators to restrict granting of new approvals for micro-loan firms to conduct lending across regions, according to the sources.

The information office of the State Council, or Cabinet, referred Reuters to the People’s Bank of China (PBOC) and other regulators when asked to comment. The PBOC has yet to respond to a faxed request for comment.

Beijing started a relentless crack down on the internet finance sector last year, issuing guidelines and rules to regulate online financial activity following a spate of scandals, frauds and high-profile peer-to-peer (P2P) failures.

The clean-up has led to the creation of a top-level body comprising government entities that include the central bank and the banking regulator.

The crackdown on micro-lenders comes as authorities warn about rising household debt, which includes mortgages and consumer loans.

Unsecured consumer lending via Chinese online platforms more than tripled last year to almost $140 billion, according to a recent report by the Cambridge Centre for Alternative Finance.
PLUNGING NASDAQ SHARES

On Tuesday, shares in Chinese online lender Qudian (QD.N) sank nearly 20 percent on Nasdaq, before recovering some ground to end 3.8 percent lower at $19.31.

Qudian, backed by Alibaba (BABA.N) affiliate Ant Financial and became profitable last year, operates a website that allows college students and young white-collar workers to buy laptops, smartphones and other consumer electronics in monthly installments.

The company went public at $24 per share, raising about $900 million in an initial public offering that priced above expectations, driven by robust U.S. investor demand for fast-growing Chinese companies.

On Tuesday, shares of China Commercial Credit Inc (CCCR.O) ended down 8.8 percent and PPDAI Group (PPDF.N) slumped 14 percent. Jianpu Technology (JT.N), which also debuted just this month, finished 10.8 percent lower.

Shares of China Rapid Finance (XRF.N), a P2P platform and a loan provider, fell before closing 3.3 percent higher.

There was no apparent reaction in Chinese mainland stocks .CSI300, which were broadly up on Wednesday's morning trade led by the finance sector.

Companies providing small loans, especially on the internet, have expanded rapidly in the past year, partly due to loose government rules.

Such firms meet demand for credit from individuals who have been shunned by Chinese banks, which typically prefer big corporate clients.

Loan amounts span from a few hundred yuan to tens of thousands, with borrowers typically without steady incomes or any credit history.

Interest rates on these small loans can be more than 35 percent per annum, some even higher, and are not often appreciated by individuals who are drawn to the easy terms and conditions.

Some borrowers also take loans from one lender to refinance loans from other credit providers, causing a spike in their debts. Local media have also reported cases of oppressive and sometimes violent loan-collection methods in a sector that has thrived under little supervision.

Tuesday’s move came just days after LexinFintech (LX.O) filed a $500 million IPO with the Securities and Exchange Commission, the latest in a series of offerings from the sector.

>>> FOMC MINUTES FROM NOV 1 MEETING: MANY FED POLICYMAKERS SAW NEAR-TERM RATE HI

FOMC MINUTES FROM NOV 1 MEETING: MANY FED POLICYMAKERS SAW NEAR-TERM RATE HIKE AS WARRANTED; SOME OPPOSED NEAR-TERM HIKE DUE TO WEAK INFLATION 
- Several said near-term hike hinged on data 
- A few Fed officials concerned hikes would undermine credibility
- Several on Fed concerned about low inflation expectations 
- Most participants continued to think tighter labor markets would ultimately produce higher inflation 

In their discussion of the economic situation and the outlook, meeting participants agreed that information received since the FOMC met in September indicated that the labor market had continued to strengthen and that economic activity had been rising at a solid rate despite hurricane-related disruptions. Al­though the hurricanes depressed payroll employment in September, the unemployment rate, which was less affected by the storms, declined further. Household spending had been expanding at a moderate rate, and growth in business fixed investment had picked up in recent quarters. Gasoline prices rose in the aftermath of the hurricanes, boosting overall inflation in September; however, inflation for items other than food and energy remained soft. On a 12-month basis, both inflation measures had declined this year and were running below 2 percent. Market-based measures of inflation compensation remained low; survey-based measures of longer-term inflation expectations were little changed, on balance.
Participants acknowledged that hurricane-related disruptions and rebuilding would continue to affect economic activity in the near term, and they noted that, in October, wildfires in California had displaced many households. Past experience, however, suggested that the economic effects of the hurricanes and other natural disasters would be mostly temporary and unlikely to materially alter the course of the national economy over the medium term. Participants saw the incoming information on spending and the labor market as consistent with continued above-trend economic growth and a further strengthening in labor market conditions, al­though the hurricanes, in particular, made it more difficult than usual to interpret some of this information. They continued to expect that, with gradual adjustments in the stance of monetary policy, economic activity would expand at a moderate pace and labor market conditions would strengthen somewhat further. Inflation on a 12-month basis was expected to remain somewhat below 2 percent in the near term but to stabilize around the Committee's 2 percent objective over the medium term. Near-term risks to the economic outlook appeared to be roughly balanced, but participants agreed that it would be important to continue to monitor inflation developments closely.
Participants expected solid growth in consumer spending in the near term, supported by ongoing strength in the labor market, improved household balance sheets, and a high level of consumer sentiment. Robust gains in consumer spending in September were viewed as consistent with that outlook. Light motor vehicle sales had rebounded in September, and District contacts generally expected sales to remain strong in the near term, boosted in part by demand to replace vehicles destroyed by the hurricanes.
Reports on business spending from District contacts were generally upbeat. Participants anticipated appreciable increases in business fixed investment. Improved demand from abroad, rising business profits, and the substitution of capital for labor in response to tightening labor markets were viewed as factors supporting growth in investment. Several participants reported that business contacts appeared to be more confident about the economic outlook and thus more inclined to undertake capital expansion plans. In that context, it was noted that the expansion in business fixed investment could be given additional impetus if legislation involving tax reductions was enacted; a few participants judged that the prospects for significant tax cuts had risen recently. Some firms, especially those operating in industries in which technological advances were spurring competition, were reportedly planning to expand capacity through mergers and acquisitions rather than through investment in new plant and equipment.
Reports from District contacts about both manufacturing and services were generally positive. District contacts in regions affected by the hurricanes reported that the disruptions to production and sales were mostly short lived, including in the energy sector where drilling and refining outages were temporary. However, some homebuilders were reporting shortages of certain building materials in the aftermath of the hurricanes. Farm incomes in some regions were said to remain under downward pressure because of declining crop and livestock prices.
Participants judged that increases in nonfarm payroll employment, apart from the temporary effects of the hurricanes, remained well above the pace likely to be sustainable in the longer run and that labor market conditions had strengthened further in recent months. Changes in payrolls, as measured by the establishment survey, had been temporarily depressed by the storms in September but were expected to bounce back in later months. Data from the household survey, which generally were viewed as not materially affected by the hurricanes, indicated that the unemployment rate ticked down to 4.2 percent in September, falling further below participants' estimates of its longer-run normal level. Participants also cited other indicators suggesting that labor market conditions continued to strengthen, including increases in the labor force participation rates of both prime-age and all individuals. Reports from some Districts pointed to difficulty attracting and retaining labor, but anecdotal information from other Districts suggested that workers with the requisite skills remained reasonably available. Many participants judged that the economy was operating at or above full employment and anticipated that the labor market would tighten somewhat further in the near term, as GDP was expected to grow at a pace exceeding that of potential output.
Participants discussed wage developments in light of the continued strengthening in labor market conditions. A few participants interpreted recent data on aggregate wage and labor compensation as indicating some firming in wage growth; a few others, however, judged wage growth to have been little changed over the past year. Overall, wage increases were generally seen as modest. A couple of participants expressed the view that, when the rate of labor productivity growth was taken into account, the pace of recent wage gains was consistent with an economy operating near full employment. Reports from District contacts indicated that some businesses facing tight labor markets found it more effective to expand their workforces by using a variety of nonpecuniary means, including offering greater job flexibility and training, rather than by increasing wages. Other District contacts, however, reported some increased wage pressure as a result of tightening labor market conditions.
Gasoline prices rose in the aftermath of the hurricanes, boosting overall inflation in September. Still, on a 12-month basis, PCE price inflation in September, at 1.6 percent, remained below the Committee's longer-run objective; core PCE price inflation, which excludes consumer food and energy prices, was only 1.3 percent. Many participants judged that much of the recent softness in core inflation reflected temporary or idiosyncratic factors and that inflation would begin to rise once the influence of these factors began to wane. Most participants continued to think that the cyclical pressures associated with a tightening labor market were likely to show through to higher inflation over the medium term.With core inflation readings continuing to surprise on the downside, however, many participants observed that there was some likelihood that inflation might remain below 2 percent for longer than they currently expected, and they discussed possible reasons for the recent shortfall. Several participants pointed to a diminished responsiveness of inflation to resource utilization, to the possibility that the degree of labor market tightness was less than currently estimated, or to lags in the response of inflation to greater resource utilization as plausible explanations for the continued soft readings on inflation. A few noted that secular influences, such as the effect of technological innovation in disrupting existing business models, were likely offsetting cyclical upward pressure on inflation and contributing to below-target inflation.In discussing the implications of these developments, several participants expressed concern that the persistently weak inflation data could lead to a decline in longer-term inflation expectations or may have done so already; they pointed to low market-based measures of inflation compensation, declines in some survey measures of inflation expectations, or evidence from statistical models suggesting that the underlying trend in inflation had fallen in recent years. In addition, the possibility was raised that monetary policy actions or communications over the past couple of years, while inflation was below the Committee's 2 percent objective, may have contributed to a decline in longer-run inflation expectations below a level consistent with that objective. Some other participants, however, noted that measures of inflation expectations had remained stable this year despite the low readings on inflation and judged that this stability should support the return of inflation to the Committee's objective.
In their comments regarding financial markets, participants generally judged that financial conditions remained accommodative despite the recent increases in the exchange value of the dollar and Treasury yields. In light of elevated asset valuations and low financial market volatility, several participants expressed concerns about a potential buildup of financial imbalances. They worried that a sharp reversal in asset prices could have damaging effects on the economy. It was noted, however, that elevated asset prices could be partly explained by a low neutral rate of interest. It was also observed that regulatory changes had contributed to an appreciable strengthening of capital and liquidity positions in the financial sector over recent years, increasing the resilience of the financial system to potential reversals in valuations.
A few participants mentioned the limited reaction in financial markets to the announcement and initial implementation of the Committee's plan for gradually reducing the Federal Reserve's securities holdings. It was noted that, consistent with that limited response, market participants had characterized the Committee's communications regarding the balance sheet normalization program as clear and effective.In their discussion of monetary policy, all participants thought that it would be appropriate to maintain the current target range for the federal funds rate at this meeting. Nearly all participants reaffirmed the view that a gradual approach to increasing the target range was likely to promote the Committee's objectives of maximum employment and price stability. Participants commented on several factors that informed their assessments of the appropriate path of the federal funds rate. Several participants noted that the neutral level of the federal funds rate appeared to be quite low by historical standards. Most saw the outlook for economic activity and the labor market as little changed since the September meeting, and participants expected increasing tightness in the labor market to put only gradual upward pressure on inflation. Still, with an accommodative stance of policy, most participants continued to anticipate that inflation would stabilize around the Committee's 2 percent objective over the medium term.Many participants observed, however, that continued low readings on inflation, which had occurred even as the labor market tightened, might reflect not only transitory factors, but also the influence of developments that could prove more persistent. A number of these participants were worried that a decline in longer-term inflation expectations would make it more challenging for the Committee to promote a return of inflation to 2 percent over the medium term. These participants' concerns were sharpened by the apparently weak responsiveness of inflation to resource utilization and the low level of the neutral interest rate, and such considerations suggested that the removal of policy accommodation should be quite gradual. In contrast, some other participants were concerned about upside risks to inflation in an environment in which the economy had reached full employment and the labor market was projected to tighten further, or about still very accommodative financial conditions. They cautioned that waiting too long to remove accommodation, or removing accommodation too slowly, could result in a substantial overshoot of the maximum sustainable level of employment that would likely be costly to reverse or could lead to increased risks to financial stability. A few of these participants emphasized that the lags in the response of inflation to tightening resource utilization implied that there could be increasing upside risks to inflation as the labor market tightened further.Participants agreed that they would continue to monitor closely and assess incoming data before making any further adjustment to the target range for the federal funds rate. Consistent with their expectation that a gradual removal of monetary policy accommodation would be appropriate, many participants thought that another increase in the target range for the federal funds rate was likely to be warranted in the near term if incoming information left the medium-term outlook broadly unchanged. Several participants indicated that their decision about whether to increase the target range in the near term would depend importantly on whether the upcoming economic data boosted their confidence that inflation was headed toward the Committee's objective. A few other participants thought that additional policy firming should be deferred until incoming information confirmed that inflation was clearly on a path toward the Committee's symmetric 2 percent objective. A few participants cautioned that further increases in the target range for the federal funds rate while inflation remained persistently below 2 percent could unduly depress inflation expectations or lead the public to question the Committee's commitment to its longer-run inflation objective.
In view of the persistent shortfall of inflation from the Committee's 2 percent objective and questions about whether longer-term inflation expectations were consistent with achievement of that objective, a couple of participants discussed the possibility that potential alternative frameworks for the conduct of monetary policy could be helpful in fulfilling the Committee's statutory mandate. One question, for example, was whether a framework that generally sought to keep the price level close to a gradually rising path--rather than the current approach in which the Committee does not seek to make up for past deviations of inflation from the 2 percent goal--might be more effective in fostering the Committee's objectives if the neutral level of the federal funds rate remains low.

FT Lex : Akzo/Axalta/Nippon Paint: more gloss needed

Akzo/Axalta/Nippon Paint: more gloss needed
Japanese group swoops in with offer but shareholders at rival suitor will be relieved

In another active year for corporate deals, Dutch paints specialist AkzoNobel has both eluded capture and failed to close a big acquisition. Having fought off US rival PPG, this week it lost out trying to buy Axalta, a US coatings maker. Nippon Paint appeared from nowhere, reportedly with an all-cash bid at a premium to Akzo’s. Full deal details are not available. Akzo shareholders will be relieved; less so those of its bid rival.

Axalta was an appealing target for both bidders. Neither Akzo nor Nippon Paint have much exposure to the large North American market. Akzo only generates 17 per cent of its top line there, Nippon Paint gets less than half that. Axalta, with more than a third of revenues from North America, offered the chance for both bidders to build scale and diversify their portfolios.

However, considering that Axalta’s forward price/earnings ratio of 20 times was about a sixth higher than Akzo’s at the undisturbed price, a healthy cost reduction plan would have been required to eat up the premium. Akzo had hatched a plan to sell off its own specialty chemicals business to help offset acquisition costs. Nippon Paint’s all-cash offer evidently appealed more to Axalta.

With good reason. Axalta relies on the US and Canadian car sales going up. It is not clear that will happen. After years of strong growth US car sales this year have stalled, only up 1 per cent year on year to November. Nippon probably wants Axalta to add some overseas exposure to its otherwise sleepy Japanese sales. But given the slowing auto market, Axalta’s own shareholders may prefer a cash exit.

Share price movements on Wednesday tell the story best. Akzo’s rallied and Nippon Paint’s dropped. Paying no less than $10bn in cash including debt for Axalta would really stretch Nippon Paint’s balance sheet with only about $5bn in equity. Its shareholders should be concerned if this deal goes through. Akzo, unwittingly, has avoided painting itself into a corner.