全球并购最近受到的影响

henry

MOOD SWING
Deals Boom Fizzles
As Cheap Credit FadesWall Street Mulls End
Of Golden M&A Era;
Opening for Foreigners
By DENNIS K. BERMAN
September 6, 2007

The global mergers-and-acquisition boom that began in 2003, the greatest deal frenzy in history, is winding down.
This summer's crisis of confidence has choked off the easy credit that fueled buyouts for years, abruptly altering the psychology of the deal market. Through June, M&A activity, as measured by total transaction values, had been running at its highest annual rate ever and was on pace to generate the deepest pool of investment-banking fees.
But within weeks, the market began to run out of steam. In August, there were about $222 billion worth of deals around the globe, according to market research firm Dealogic, the lowest monthly total since July 2005, and a far cry from the $695 billion figure struck in April and the $579 billion in July.
"The M&A business has always been cyclical, and a downturn is inevitable," says Robert Kindler, vice chairman of Morgan Stanley. While M&A isn't going away, he says, "I would not be surprised if deal volume is down 20% to 30% next year."
The turnabout was clear on Tuesday. The morning after the Labor Day weekend typically features a wave of merger announcements. This year, there were no notable headlines, save for a $5 billion bid by wireless provider MetroPCS Communications Inc. for Leap Wireless International Inc., which may or may not be consummated. As one banker put it, the market has gone "dead, dead, dead."
Mergers and acquisitions, of course, are not about to cease altogether. What bankers expect is a shift to more traditional stock-swap mergers between companies that see compelling reasons for joining forces.
Still, the last couple of weeks have chipped away at the confidence of a market accustomed to believing that just about any deal was in the realm of the possible. Wall Street deal makers now say the pace, size and audacity of deals struck over the past three years is unlikely to return for months -- maybe not for years. That's likely to hit Wall Streeters where it hurts most. Annual bonuses are expected to shrink this year, and layoffs are not out of the question.
The change is likely to reverberate well beyond Wall Street. Companies across the nation will have fewer options -- to buy other companies, to sell themselves, even to complete deals they have already struck. It's become nearly impossible to finance a private-equity transaction of over $1 billion, says Steven Rattner, head of DLJ Merchant Banking, a private-equity fund.
The last deals boom, which ended in 2001, was propelled by a rising stock market, especially in the technology sector. That enabled companies to use their inflated stock as currency to make bold bids for corporate icons. The pinnacle of that boom was America Online's acquisition of Time Warner.
The latest boom, which stretched from the end of 2003 to the middle of this summer, is looking to Wall Streeters like the richest era since the rise of the modern deal-making industry in the 1980s. From 2004 to date, about $13.32 trillion worth of deals were struck, according Dealogic. That exceeds the total during the technology boom years of 1998 to 2001, when, adjusted for inflation, $13.21 trillion of deals were struck. Inflation-adjusted totals for the 1980s deals boom were far lower. In the most recent cycle, cash rather than stock played a bigger part in the average deal.
What fueled it was cheaply priced credit -- bank loans and high-yield bonds were readily available. The biggest beneficiaries were private-equity funds, which took advantage of low interest rates and lax terms from lenders to make acquisitions more cheaply and with lower risks than corporations could. In 2000, leveraged buyouts accounted for only $14 of every $100 spent on deals in the U.S. This year, through July, they accounted for $37 of every $100. Earlier this year, investors were suggesting huge companies such as Home Depot Inc., then worth about $100 billion, as candidates for leveraged buyouts.
"I would call it a very unusual confluence of cheap debt, huge pools of money to invest, and asset prices that became unattractive to most companies," says Marc Granetz, co-head of investment banking for Credit Suisse in New York. The credit-market trouble "means we aren't likely to see large or very levered private-equity deals for some time."
Already, the effects are being felt in the marketplace. In June, shoe retailer Finish Line Inc. said it planned to pony up just $11 million in cash to fund its $1.5 billion purchase of fellow retailer Genesco Inc. At the time, credit was plentiful enough that putting down so little cash seemed acceptable to the company and its primary lender, UBS AG. But now that credit markets have tightened, the deal isn't as easy to pull off. Last Thursday, after Genesco reported weak results, Finish Line said it was reconsidering its options.
When small Canadian steelmaker Stelco Inc. weighed its sale options earlier this summer, a number of private-equity buyers circled the company, says one person familiar with the auction. After the credit-market turmoil hit, the private-equity buyers went away. That paved the way for last month's announcement of a $1.1 billion acquisition by U.S. Steel Corp.
Until the credit squeeze eases, it will be difficult to fund new leveraged buyouts. And even when credit markets recover, private-equity firms may have less flexibility and leverage over the banks that lavished financing on them during the past two years.
That's likely to limit options in corporate boardrooms. Boards had come to rely on buyout firms to supply an easy "exit" when business conditions turn bad. That option will now be less available -- at least not at prices they've come to expect.
"By definition, the guaranteed minimum bid is going to be lower," says Gordon Dyal, global head of M&A at Goldman Sachs. Assets and companies for which there is no corporate buyer "won't be put up for sale" until credit conditions improve, he adds.
For companies already under private-equity control, which tend to carry lots of debt, higher interest rates and tighter credit could make it harder to turn a profit, which could lead to layoffs and cost-cutting.
Few on Wall Street expect a quick rebound in the credit markets. But deals aren't likely to dry up altogether. Bankers says three factors could sustain deal flow: new, nontraditional M&A players; so-called strategic deals between companies swapping stock; and the overall health of the economy, which is critical to deal making. Nevertheless, deal volumes are unlikely to return to their mid-2007 levels, the bankers say.
The slowdown may open a window of opportunity for new buyers in distant markets that are emerging as M&A powerhouses. As Western companies get cheaper, buyers from oil-rich Arab nations, China and India may see it as a good time to spend existing cash reserves.
The government investment arms in Kuwait, Saudi Arabia, Dubai, Abu Dhabi and Qatar combined hold an estimated $1.5 trillion. These entities aren't as dependent on debt financing as are private-equity firms and corporate buyers.
Over the past few weeks, these buyers have shown their strength. Dubai-based concerns are pursuing the leading Swedish stock exchange and have agreed to purchase New York department store Barneys, nearly 10% of the MGM casino empire, and a $2 billion U.S. aviation-services company.
Russian natural-resource firms, Indian technology companies and Latin American conglomerates, flush with cash, have also emerged as bidders for U.S. companies.
But there are limits to what this pool of capital can buy in the U.S. -- limitations that are largely political. Congress interceded, for example, when a Dubai-based company moved to take operational control of U.S. ports back in 2006, ultimately scuttling the proposed deal.
With private-equity firms on the sidelines, the coast will be clear for U.S. corporations to pursue stock-swap deals that have strategic merit. That's particularly true in industries that haven't experienced a big wave of buyouts, such as technology and health care.
On Tuesday, MetroPCS made a $5 billion all-stock bid for Leap Wireless. Although MetroPCS Chairman and Chief Executive Roger Linquist said it was unclear when the credit squeeze would end, he shrugged it off. Now was the time to strike, he said, because radio spectrum used in his business is set to be auctioned in the months ahead. "The timing seems to make sense to us, and we've got the currency to do the transaction," he said.
Prior to the credit-market turmoil, private-equity firms often came out on top when bidding against strategic buyers. In June, telecommunications equipment company Avaya Inc. agreed to be sold to two private-equity firms for $8.2 billion. According to corporate filings, a strategic bidder made an offer of the same size, but half of it was in stock. Avaya's board eventually chose the sale to private-equity firms Silver Lake Partners and TPG Capital, in part because it preferred cash over stock.
The Bush administration has shown itself to be open to big mergers between companies in the same industry -- deals that might not have passed antitrust muster in the past. It allowed the merger of the two largest U.S. hog producers, for instance, and permitted a series of consolidations in the telecommunications sector. There is concern in the M&A marketplace that a new administration might take a different approach to such deals, and that time is running out to announce mergers prior to the 2008 election.
In addition, stock deals require market stability because swings in stock prices make it hard to value transactions. More such deals tend to be struck in rising markets. While the current stock market is not terrible, the volatility over the summer could slow stock-swap transactions for a while.
"We were at all-time-record highs" in M&A activity, says Paul Parker, head of U.S. M&A for Lehman Brothers Holdings Inc. "Even if it fell back a year or two in volume levels, it's still incredibly high relative to market levels."
"It's the end of the cycle," he says. "We don't go through eras as much as we go through cycles."

henry

barclays果然遇到麻烦.