2014-12-11 02:07:54.961 GMT
(For a Real M&A column news alert: SALT REALMNA <GO>.)
By Brooke Sutherland and Rebecca Penty
Dec. 11 (Bloomberg) -- For Talisman Energy Inc. investors,
a sale at depressed prices may be more worthwhile than waiting
out the rout in oil.
Repsol SA, which took a look at Talisman earlier this year,
is sniffing around again after the plunge in crude prices drove
the Canadian explorer’s stock below C$5 for the first time in 14
years. Talisman said it has also had talks with other parties.
Suitors could offer C$8 a share, based on the average premium in
recent oil deals.
A deal in that price range would leave many shareholders,
including billionaire Carl Icahn who disclosed a stake last
October, with a loss on their investment. A quick exit and a
chance to recoup whatever money they can might be preferable to
continuing to own a stock that analysts predict may not reach in
a year’s time what shareholders could get today in a sale.
“Talisman shareholders are ready for anything -- it’s been
a torturous process,” Chris Feltin, a Calgary-based analyst at
Macquarie Group Ltd., said in a phone interview. “Any movement
on any deal in terms of bringing cash into the company to try to
stop the bleeding would be viewed positively.”
Brent Anderson, a spokesman for Calgary-based Talisman,
declined to comment. Representatives for Madrid-based Repsol
didn’t respond to requests for comment.
Bad Year
Talisman’s stock has plunged 65 percent this year as oil
slumped and the company failed to find the buyers needed to make
inroads in an asset-divestiture plan designed to shore up its
balance sheet. It’s now valued at about C$4.5 billion ($3.9
billion), compared with more than C$20 billion as recently as
2011.
“The equity is a quarter of what it was,” Chris Cox, a
Calgary-based analyst at Raymond James Financial Inc., said in a
phone interview. “This period of low oil prices kind of forces
the decision of the board and management a little more because
now your debt overhang becomes all that much more significant.
It necessitates a quicker action.”
Buyers are aware of that, and the drop in Talisman’s share
price may facilitate a deal. After abandoning a plan to acquire
Talisman earlier this year, Repsol has now revived talks about a
deal for some or all of the explorer’s assets, people familiar
with the matter said this week.
Better Prospects
Part of Repsol’s hangup had been its struggle to line up
buyers for the Talisman assets it wasn’t interested in owning,
people have said, asking not to be identified discussing private
information. Talisman’s plunging valuation and the prospect of a
cheaper deal may make the Spanish company more willing to take
on those less desirable projects itself.
“We’re getting to a level where a transaction makes more
sense from a valuation perspective, from a buyer’s standpoint,”
Feltin of Macquarie said.
Similar-sized targets in oil exploration have commanded an
average premium of about 38 percent in the last three years,
according to data compiled by Bloomberg. For Talisman, that
would be the equivalent of about C$8 a share, based on the
stock’s price during the past 20 days.
A sale lets investors take their gains now and avoid
whatever volatile ride the crude market has in store for them.
Analysts on average expect the stock to trade at C$8.43 a year
from now, according to data compiled by Bloomberg. Those who
refreshed their estimates this month are projecting the stock
won’t top C$8, the data show.
“Shareholders, if they’ve been in the stock for any length
of time, they’ve suffered a lot of pain,” said Lanny Pendill, a
St. Louis-based analyst at Edward Jones & Co. It seems like
Talisman has “been looking to sell the company for over a year
now.”
Holding Out
Not all shareholders are going to support a sale with oil
at a five-year low. Icahn in particular may argue for holding
out for a better price -- especially a higher one than where he
bought the shares, said Laura Lau, a fund manager who oversees
more than C$1 billion at Brompton Group in Toronto.
Talisman shares traded at about C$13 when Icahn disclosed a
stake and said he may talk with management about strategic
alternatives. The stock closed yesterday at C$4.37 and earlier
this week touched its lowest level since 2000.
“I wouldn’t be surprised if he protested even a 100
percent premium today,” Lau said. “Do you really want to sell
at the bottom of the market?”
Shareholders would probably be willing to accept a price
closer to C$10 a share, said David Neuhauser, a fund manager at
Talisman shareholder Livermore Partners.
Struggling Assets
Repsol may also still be wary of taking on Talisman’s
struggling North Sea assets, said David Meats, a Chicago-based
analyst at Morningstar Inc.
If it can’t find a buyer for the whole company at a
reasonable price, Talisman may turn to larger asset sales. It
also has the option of reducing spending or lowering its
dividend, said Pendill of Edward Jones.
Doing nothing may not sit well with its suffering
shareholders, and just provides more openings for buyers.
“Today’s stock price is discounting tremendously not only
the assets but also the future cash flow generation of the
assets that aren’t producing today,” Neuhauser of Livermore
said. Buyers will look at that “very opportunistically.”
For Related News and Information:
Repsol Said to Revive Talks With Talisman Over Possible Deal
Oil Price Collapse Enables Buyers to Grab Top Targets: Real M&A
Talisman Deal News: TLM CN <EQUITY> TCNI MNA <GO>
Bloomberg Intelligence -- Crude Oil and Gas E&P: BI EXPR <GO>
Real M&A columns: NI REALMNA <GO>
Top deal stories: DTOP <GO>
To contact the reporter on this story:
Rebecca Penty in Calgary at +1-587-702-3025 or
rpenty@bloomberg.net
To contact the editors responsible for this story:
Beth Williams at +1-212-617-2307 or
bewilliams@bloomberg.net
Elizabeth Wollman
After Hours Gainers:
Companies trading higher in after hours in reaction to earnings: RH +6.8%, CTVI +3.9%, URBN +2.9%, CASY +1.9%, GEF +1.4%, ATHN +0.6%, CENT +0.3%, PDLI +0.1%
Companies trading higher in after hours in reaction to news: NVEE +8.3% (awarded $2 mln contract by San Diego County Regional Airport Authority to provide as-needed surveying services), SM +2.8% (co and its bank group have agreed to amend its senior secured revolving credit facility), CNX +1.7% (announced it will pursue the formation of an MLP for its thermal coal business with an IPO expected in mid-2015; co also announces it will pursue IPO spin-off for 20% of its met coal properties in 2H15; co also announced a $250 mln share repurchase program), WAG +1.7% (President and CEO Greg Wasson announced he will retire following completion of merger with Alliance Boots; Stefano Pessina to serve as acting CEO, pending board search for successor),
After Hours Losers:
Companies trading lower in after hours in reaction to earnings: WTSL -39.1%, LAKE -8.3%, OXM -4.5%, SURG -2.1%, MW -0.3%
Companies trading lower in after hours in reaction to news: WTSL -39.1% (co announced it will need to rais additional capital; co also reported earnings), GBSN -8.7% (announced it has initiated a clinical trial for its sample-to-result Staph ID/R diagnostic test), HDS -2.9% (announced sale of ~40.66 mln shares of common stock by stockholders, including investment funds associated with The Carlyle Group (CG) and Clayton Dubilier & Rice and THD Holdings), NLSN -1.9% (announced offering of 20 mln shares of common stock by selling stockholders), BURL -1.4% (announced that affiliates of Bain Capital Partners and certain other stockholders intend to offer 8 mln shares of common stock in an underwritten public offering), MFRM -1.1% (announced that it has commenced an underwritten public offering of 2,185,130 shares of its common stock by certain selling stockholders)
The major averages ended the Wednesday session on a broadly lower note. The S&P 500 lost 1.6% with all ten sectors ending in the red while the Russell 2000 (-2.1%) underperformed.
For the second day in a row, the major averages slumped at the start, but unlike yesterday, the key indices could not stage a comeback with a big drop in the energy sector (-3.1%) keeping the market under pressure throughout the session.
The energy sector widened its fourth-quarter loss to 15.9% with crude oil settling lower by 4.5% at $60.92/bbl. Today's slide took place after China reported its lowest year-over-year growth in CPI (1.4%) and OPEC cut its demand forecast. In addition, crude stockpiles showed an unexpected build. Following today's drop, the energy component is down 33.4% since the end of the third quarter.
However, the recent slump among commodities has not been isolated to just oil, but the weakness factored in more prominently today as misgivings about the pace of global economic growth and the potential spillover effect for the U.S. fueled a sense that the market has come too far too fast. Accordingly, today's selling interest hit far and wide with nine sectors losing more than 1.0%.
Similar to energy, the materials sector (-2.1%) spent the day at the bottom of the leaderboard. Growth concerns weighed on steelmakers, which sent Market Vectors Steel ETF (SLX 36.28, -1.29) lower by 3.4%.
Elsewhere, the industrial sector (-1.9%) slumped under the weight of Boeing (BA 124.64, -5.02). The Dow component lost 3.9% and fell below its 50-, 100-, and 200-day averages. The underperformance of the influential sector component masked the relative strength among airlines after International Air Transport Association's projection that the airline industry's collective global net profit after tax will increase to $25.00 billion in 2015 from an estimated $19.00 billion in 2014. Jetblue Airways (JBLU 15.15, +0.11), Southwest Airlines (LUV 41.48, +0.75), and United Continental (UAL 63.69, +1.17) jumped between 0.7% and 1.9%, helping the Dow Jones Transportation Average (-1.4%) finish a little ahead of the market.
Also of note, the consumer discretionary sector (-1.4%) settled ahead of the market, but that was no thanks to Yum! Brands (YUM 70.53, -4.69). The stock tumbled 6.2% after issuing disappointing guidance. In a way, the guidance from Yum! echoed global growth concerns. The company said that sales at its China division have not recovered from bad publicity over the summer as fast as the company had expected.
Growth concerns were also visible in the foreign exchange market with the Dollar Index (88.25, -0.45) recording its third consecutive decline. Notably, the retreat in the dollar gave a big boost to the yen and pressured the dollar/yen pair below yesterday's low (118.00).
Safe haven demand boosted Treasuries with the 10-yr yield falling six basis points to 2.16%.
The sell off invited above-average participation with more than 890 million shares changing hands at the NYSE floor.
Economic data was limited to the MBA Mortgage Index and the Treasury Budget:Tomorrow, weekly Initial Claims (consensus 295K), November Retail Sales (consensus 0.4%), and November Import/Export prices will be reported at 8:30 ET while the Business Inventories report for October (consensus 0.2%) will be released at 10:00 ET.
- The weekly MBA Mortgage Index spiked 7.3% to follow last week's 7.3% decline
- The Treasury budget showed a deficit of $56.80 billion in November, down from a deficit of $135.2 billion in November 2013. The Treasury data are not seasonally adjusted, and the November data cannot be compared to the $121.7 billion deficit in October
- The Consensus expected a budget deficit of $59.0 billion
- The November deficit was slightly smaller than the CBO's forecast of a $59.0 billion deficit
- Nasdaq Composite +12.2% YTD
- S&P 500 +9.6% YTD
- Dow Jones Industrial Average +5.8% YTD
- Russell 2000 UNCH YTD
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Telefonica, Oi, Claro Said to Plan $15 Billion Offer for Tim 2014-12-10 18:43:51.298 GMT
By Cristiane Lucchesi, Manuel Baigorri and Christiana Sciaudone Dec. 10 (Bloomberg) -- Oi SA, Telefonica SA and Claro SA are planning to make an offer for Tim Participacoes SA that would value Brazil’s second-largest mobile-phone company at about $15 billion, people with knowledge of the matter said. The bid to buy Rio de Janeiro-based Tim, which is 67 percent owned by Telecom Italia SpA, would be made by Grupo BTG Pactual acting as a financial vehicle, the people said, asking not to be identified because the discussions are private. BTG would acquire Tim and then split it into three, the people said. Oi would have about 25 percent of Tim, and Claro -- owned by billionaire Carlos Slim’s America Movil SAB -- and Telefonica would divide the rest between them, the people said. Telefonica will join Oi and Claro later, after the acquisition of Brazilian broadband provider GVT is approved by Brazilian regulators, the people said. The companies are prepared to offer about 7.5 times Tim’s earnings before interest, taxes, depreciation and amortization, the people said. That would work out to be more than 40 billion reais ($15.3 billion), or about 40 percent above Tim’s valuation including debt, according to data compiled by Bloomberg. Representatives for Oi, Telefonica, Tim, America Movil, Claro and BTG declined to comment. Telecom Italia believes Tim should be valued at about 20 billion euros ($25 billion) or more, including debt, according to a person familiar with the matter. A Telecom Italia representative declined to comment. The Italian carrier last month received authorization from its board to explore a combination between Tim and Oi.
Portugal Sale
Mergers could help alleviate competition in Brazil, where price wars and government-mandated investments have eaten away at phone carriers’ margins. Oi said this week it agreed to sell its Portuguese assets to billionaire Patrick Drahi’s Altice SA for 7.4 billion euros, unraveling its merger with Portugal Telecom. The proceeds will enable Oi to pare its debt and take part in mergers and acquisitions. It said in a Dec. 8 statement that Oi would “maintain its objective of leading the consolidation movement in the Brazilian telecommunications market.” Telefonica, owner of the Vivo brand in Brazil, is prepared to take part in further consolidation in the country’s phone market, Chief Financial Officer Angel Vila said last month at a conference in Barcelona. Telefonica agreed in September to buy Brazilian broadband provider GVT from Vivendi SA. “We are in a position to participate, but probably we don’t need to be the ones to initiate,” he said. Banco Santander SA is advising Telefonica on the Tim deal. The bank declined to comment. America Movil Chief Financial Officer Carlos Garcia-Moreno said in a Sept. 9 interview that the carrier was entering talks to make a joint bid with Oi for Tim.
For Related News and Information: Tim Analyzes Oi, Says Deal for Brazil Rival Could Be ‘Accretive’ Billionaire Drahi to Buy Oi’s Portuguese Assets for $9.1 Billion Telecom Italia Gets Board Backing to Explore Oi Deal in Brazil Top Brazil Stories
--With assistance from Jonathan Levin in Sao Paulo, Daniele Lepido in Milan, Patricia Laya in Mexico City and Rodrigo Orihuela in Madrid.
To contact the reporters on this story: Cristiane Lucchesi in Sao Paulo at +55-11-2395-9317 or clucchesi5@bloomberg.net; Manuel Baigorri in London at +44-20-3525-4457 or mbaigorri@bloomberg.net; Christiana Sciaudone in Sao Paulo at +55-11-2395-9268 or csciaudone@bloomberg.net To contact the editors responsible for this story: Kenneth Wong at +49-30-70010-6215 or kwong11@bloomberg.net; Aaron Kirchfeld at +44-20-3525-8830 or akirchfeld@bloomberg.net Elizabeth Wollman, Ville Heiskanen