FT : General Motors activist shareholders go cold on Fiat tie-up

General Motors activist shareholders go cold on Fiat tie-up

Hedge funds more interested in cutting costs than complex merger transaction

Activist shareholders in General Motors have said they will not push for a merger with Fiat Chrysler Automobiles, pouring cold water on Sergio Marchionne’s efforts to pull off an unlikely cross-border deal.

Mary Barra, chief executive of GM, this month acknowledged that Fiat Chrysler had made formal contact with its bigger rival, proposing a merger of the two carmakers. But she said her board had decided such a deal was not worth pursuing.

Attention has subsequently focused on GM’s investors. Unlike many global carmakers, the Detroit company lacks a large “anchor” shareholder such as a family or state sponsor and it came under attack from activists earlier this year.

Several hedge funds, including Taconic Capital and Appaloosa Management, pressed the carmaker into committing in March to buy back $5bn in shares.

But four people familiar with the matter say that activist contingent, which controls about 1.5 per cent of GM’s common shares, is now more interested in cutting costs than embarking on a complicated merger transaction.

“Marchionne is right — consolidation makes sense,” said a person close to the hedge funds. “But [the investors] are not sure that this particular consolidation makes sense.”

GM has been working for several months with Goldman Sachs and Morgan Stanley bankers on dealing with the activist hedge funds, said people familiar with the company. But they stressed that Goldman and Morgan Stanley were not hired to focus directly with the Fiat Chrysler issue.

“On the face of it, everybody says this is a bad idea,” said a person close to GM. “When you think about the profile of the FCA business, there’s a sense that it’s not the GM shareholders’ job to bail out the FCA shareholders.”

GM and Fiat Chrysler declined to comment. Taconic declined to comment. Appaloosa did not respond to requests for comment.

Mr Marchionne, chief executive of Fiat Chrysler, has openly called for consolidation in the car industry as a way to share the heavy costs of developing environmentally friendly vehicles, connected car technologies and self-driving features. He is understood to be working with UBS, a longstanding adviser to the company, on potential combinations.

People close to Mr Marchionne said he had considered launching a hostile bid for GM but was unlikely to pursue such a difficult move. Several people familiar with the situation said that Mr Marchionne had not directly engaged GM investors over potential merger talks.

Analysts have been quick to point out that Fiat Chrysler might not be the most attractive merger partner, given its limited profitability, high level of debt and significant investment needs.

The car industry has had its fair share of failed tie-ups, including that of Daimler and Chrysler. GM itself paid $2bn in 2005 to end an agreement to buy Fiat’s automotive business.

Still, proponents of a deal point out to a high degree of overlap between GM and Chrysler’s North American product ranges as well as potential synergies from sharing distribution networks.

Exor, the Agnelli-family investment vehicle that controls Fiat Chrysler, is in the middle a complex unsolicited takeover battle to acquire PartnerRe, a US reinsurance company. It is likely to want to complete that before embarking on another complex deal, said one person close to the family.

GM, still reeling from a year of record recalls in 2014, says it is focused on its near-term financial targets. By 2016, the company wants to have achieved an adjusted operating margin of 10 per cent in North America — versus 8.8 per cent in the first quarter of this year — and brough its European business back to profitability.

WSJ : Bouygues May Resist Cutting Its Telecoms Line

Bouygues May Resist Cutting Its Telecoms Line

Altice could still struggle to convince Martin Bouygues, the group chairman and chief executive, to part with the business


Altice’s call could still be dropped, despite what appears to be a clear connection.

Paris-based Bouygues SA confirmed Monday it has received an unsolicited bid from rival Altice for its telecoms assets and planned to meet on Tuesday to review the proposal. The cash offer of €10 billion ($11 billion) values the wireless company at about 14 times earnings before interest, taxes, depreciation and amortization.

This is way above the eight times multiple that BT is paying for EE in the U.K. To make the numbers work, Altice could need to find an estimated €5.5 billion to €7.7 billion in cost savings from integrating Bouygues’s business with Numericable-SFR, its operator created through a separate deal last year.

A deal should spur much-needed price stabilization in France, which has among the lowest average revenue per subscriber in Europe, benefiting all operators. Shares in both Bouygues and Altice soared Monday but rivals Orange and Iliad also registered substantial gains.

Bouygues seems in no position to refuse such a well-priced offer. The country’s third-largest wireless operator by subscribers has been operating at a loss in an effort to claw back some market share. It has reported shrinking sales for years, with revenues down 2% in the first quarter year on year. Meanwhile, Bouygues Telecom is swallowing the bulk of its parent company’s capital expenditure budget for its network.


Yet Altice could still struggle to convince Martin Bouygues, the group chairman and chief executive, to part with the business. The telecoms unit is how Mr. Bouygues has most obviously put his stamp on the company he took over from his father in 1989. He has shown few signs of being a willing seller, despite the fact that a sale would leave Bouygues in a stronger financial position to expand its construction division internationally and fight rising competition to TF1 from the likes of Canal and Netflix.
Mr. Bouygues may have cover to resist a combination. France’s regulators have already voiced their opposition to further consolidation. That makes a successful deal unlikely without the full-throated support of both parties. For Altice, it also presents a clear risk that painful concessions on job cuts and asset sales eat into a deal’s benefits.

That both companies’ stocks spiked Monday suggests investors believe that Altice’s latest move can break the deal making deadlock in French telecoms, win regulators’ blessings and do it all on terms that don’t imperil the combination’s cost-cutting appeal to Altice. It is unlikely to be that simple.

>>> TSLA - Reportedly planning to delay Model 3 to 2018 from late 2017 - industr

Reportedly planning to delay Model 3 to 2018 from late 2017 - industry press "According to an official Tesla document, the upcoming $35,000 Tesla Model 3 has been delayed. Tesla had long promised that the 200-plus mile Model 3 would arrive at least in limited production in late 2017, but now (via an official Tesla Motors slide presentation released at the 2015 EIA Conference on June 15 in Washington, D.C.) weve learned that the Model 3 is now planned for 2018."

(BofA-ML) What are your neighbors doing ?

* Shifting allocations closer to benchmark
In the first quarter, the active share ratio — which measures how far fund managers are
deviating from their benchmark — fell for the first time in ten months and by the biggest
amount since 2011 (Chart 4). Similarly, managers also moved their sector weights
closer in line with the benchmark, with the exception of Tech and Staples. For Tech,
the average fund’s overweight was little changed versus last quarter and close to
where it bottomed in 3Q14. In contrast, funds are now more underweight Consumer
Staples than since 2011. We also note that, while still modestly underweight the
Financials, funds are the most exposed to the sector than they have been since 2009.

* Even the crowded trades got a bit less crowded
Of the ten most overweight industries from last quarter, all but Auto Components
moved closer to the benchmark weight, leaving Auto Components the most
overweight industry of note. While some investors have grown concerned about
crowding within high-growth Tech, the most crowded “Tech” stocks are not in the Tech
sector: Biotech (Health Care) and Internet & Catalogue Retail (Discretionary). At the
stock level, funds took down their relative weight in the most overweighted stocks for
the first time since 3Q13.

* That’s what happens when uncertainty picks up
The move closer to benchmark weights may be a reflection of diminished fund manager
conviction as the level of perceived macro risk appears to have risen. The start of the
first Fed tightening cycle in nine years may be less than three months away, and Greece
continues to flirt with default. As a result, investors appear to have lowered equity
allocations, raised cash levels and taken out more downside protection

* No love for Big, Old and Ugly
Fund managers continue to underweight high quality mega-cap stocks, particularly
those with foreign exposure. For the top five S&P 500 stocks by market cap, active
funds are underweight by 36%, which is the most since 2013. And of the top ten
stocks by market cap, fund managers are underweight all but two (WFC, JPM).
Funds are also underweight the highest quality stocks and overweight the lowest
quality stocks, and have smaller exposure to foreign exposure.

>>> US Gapping down

Gapping down
In reaction to disappointing earnings/guidance
: N/A.

M&A news: WPZ -7.9% Energy Transfer Equity (ETE) confirms proposal to merge with The Williams Companies (WMB); ETE believes is a more compelling transaction than the proposed merger between Williams and WPZ

Other news: HOTR -5.1% (announces a registered direct placement of $2.15 mln of common stock at $2.50/share), NDLS -4.3% (President and Chief Operating Officer Kinsey resigns), AMBA -3.9% (cont weakness from Friday), VNET -1.2% (announces resignation of CFO Mr. Shang-Wen Hsiao; Mr. Terry Wang will succeed Mr. Hsiao), EXXI -1% (reaches an agreement with the Bureau of Ocean Energy Management, regarding supplemental bonding requirements)

Analyst comments: ZIOP -8.6% (downgraded to Market Perform from Outperform at BMO Capital), MU -2.2% (downgraded to Sell from Neutral at Goldman ), FEYE -0.9% (downgraded to Neutral from Buy at UBS).

>>> US Gapping up

Gapping up
In reaction to strong earnings/guidance
: AKS +0.9%, (provides Q2 guidance)

M&A news: STRN +62.1% (to be acquired by an affiliate of Hach Company for $8.50/share, or ~$39 mln), WMB +28.6% (Energy Transfer Equity (ETE) confirms proposal to merge with The Williams Companies (WMB)), CNIT +17.6% (receives a preliminary non-binding 'going private' proposal for $4.43/share), CI +8.7% (Anthem (ANTM) offers to acquire Cigna for $184 per share; CI rejected bid), VIMC +4.2% (receives offer from Co-CEO's to acquire the co for $13.50 per ADS), AMD +2.7% (considering options including possible breakup or spinoff, according to Reuters; Extreme Tech report suggests AMD denied speculation that it is considering a breakup), HUM +2.3% (Aetna (AET) has offered to purchase HUM for an unknown amount, according to WSJ), AET +2.2%

Select EU related names showing strength with DAX ~+3% this morning: SAN +3.7%, ING +3.6%, DB +3.5%, NVO +3.5%, SNY +3%, SAP +2.6%, ASML +2.4%, VOD +2%, PHG +2%, UN +1.8%

Select oil/gas related names showing strength: TOT +2.6%, NGLS +2.6%, ETP +1.6%, RIG +1.1%

Other news: TBIO +15.8% (to launch up to six new genetic cancer tests this year, based on its Multiplexed ICE COLD-PCR technology ), EPZM +15.7% (reports positive data from ongoing Phase 1 study of Tazemetostat), NBG +8.2% (optimism coming out of Greece to finalize deal today), NVIV +7.8% (announces it has received a notice of allowance from the USPTO stating that a patent application has cleared internal review and is pending issuance), ANTH +7.4% (added to Russell 3K), KTOS +5.4% (favorable commentary on Friday's Mad Money), KMDA +5.4% (enters into a collaboration with Baxalta International (BXLT) for a phase 1/2 clinical trial of Kamada's alpha-1 antitrypsin), GDP +4.4% (says that it has commenced completion operations on two of its six drilled but uncompleted wells in the Tuscaloosa Marine Shale; Reaffirms Q2 CapEx), KITE +4.3% (Kite Pharma and Bluebird Bio (BLUE) to collaborate to co-develop/commercialize second generation T cell receptor product candidates directed against HPV associated cancers), TEDU +3.9% (announces stock purchase agreement with KKR and Founder Shaoyun Han, for $90.5 mln in common shares), HNSN +2.8% (files to sell ~177.83 mln shares on behalf of selling shareholders), POZN +2% (announces executive changes, Mark A. Glickman named Chief Commercial Officer), ALU +1.9% (announced that the brand will be the Official Smartphone Partner of Toronto FC),MNKD +1.5% (still checking), RCL +1.4% (discloses entry into an agreement to amend and restate its current $1.1 bln unsecured revolving credit facility)

Analyst comments: ONCS +5.5% (assumed with a Buy at H.C. Wainwright; $25 tgt), RXDX +5.2% (initiated with a Overweight at Piper Jaffray), BLRX +4.3% (initiated with a Mkt Outperform at JMP Securities), SFUN +3.8% (initiated with an Overweight at Barclays), STM +3.8% (upgraded to Equal Weight from Underweight at Barclays), CCL +3.2% (upgraded to Buy from Hold at Deutsche Bank), CNHI +3% (upgraded to Neutral from Underweight at JP Morgan), NVMI +1.9% (upgraded to Buy from Hold at Canaccord Genuity), FB +1.7% (target raised to $120 from $92 at Piper Jaffray), EXPE +1.6% (upgraded to Buy at Deutsche Bank), NVS +1.4% (upgraded to Buy at Bryan Garnier), NFLX +1.2% (target raised to $950 from $600 at BTIG Research), AGCO +1.1% (upgraded to Neutral from Underweight at JP Morgan), EMN +1.1% (upgraded to Buy from Neutral at Nomura), PPL +1% (upgraded to Buy from Hold at Jefferies), CAG +1% (upgraded to Overweight from Neutral at JP Morgan), HSBC +0.8% (upgraded to Buy at Investec
)