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Dealmaking Booms in Hottest First-Quarter Start for Two...

Business Maverick

Business Maverick

Dealmaking Booms in Hottest First-Quarter Start for Two Decades

The assembly line at a Lucid Motors plant in Newark.
By Bloomberg
01 Apr 2021 0

Dealmaking came roaring back in the first quarter, climbing to a record $1.1 trillion as big acquirers moved past the pandemic slowdown and blank-check companies snapped up targets.

It’s the best start of the year since at least 1998, according to data compiled by Bloomberg.

Mergers and acquisitions soared in every region, with North America acquirers leading the way with $644 billion of transactions. Deals by European buyers rose 41% to $286 billion, while companies in Asia Pacific spent $261 billion.

“I haven’t seen these levels of activity for a long time and I don’t see a meaningful slowdown any time soon,” said Alison Harding-Jones, head of M&A for Europe, Middle East and Africa at Citigroup Inc. “Stocks are highly valued, financing markets are supportive and there’s money coming in from a number of places.”

After the Covid-19 lockdowns grounded deal advisers and threatened revenue across industries last year, optimism about vaccine programs and economic growth are driving the 2021 boom, dealmakers said. The busy first quarter built on a rebound in M&A that started toward the end of last year.

“Confidence is what drives M&A deals even when the markets may be overvalued,” said Scott Barshay, chair of the corporate department at law firm Paul, Weiss, Rifkind, Wharton & Garrison.

Barshay singled out industrials companies, which have announced the year’s biggest deals, as being particularly active compared with 2020 as furloughs and supply-chain challenges ease up. There’s also optimism in that sector that “everyone will be back to work in a normalized way by the end of the year, and they will be helped by the fiscal stimulus,” he added.

AerCap Holdings NV’s $30 billion acquisition of General Electric Co.’s jet-leasing business was the biggest deal of the quarter, followed by Canadian Pacific Railway Ltd.’s purchase of Kansas City Southern for $25 billion.

For More: Railroad Deal Leads Canada to Record First Quarter for M&A

What’s missing? Mega, megadeals — the $50 billion-plus behemoths that shake up industries and attract extra scrutiny from regulators. There have been no transactions above that mark since mid-2019, the data show, when AbbVie Inc. agreed to acquire botox maker Allergan Plc for about $63 billion. That’s not necessarily a bad thing, bankers said.

“The number of deals and the flow are a sign of a healthier M&A market, rather than just a few big deals here or there that are skewing the numbers,” said Steven Baronoff, chairman of global M&A at Bank of America Corp.

SPAC Effect

Meanwhile, SPACs — or special purpose acquisition companies — are playing an outsize role in dealmaking. The blank-check vehicles, which raised $85 billion through initial public offerings in 2020 and another $99 billion this year, have now started putting that money to use.

Deals in which public companies bought private businesses made up $435 billion of the first quarter’s activity, the data show, though that number is likely much higher as financial terms of such transactions aren’t always disclosed. That’s 86% higher than a year ago, and could be partly due to the boom in blank-check M&A.

Boom Time

The biggest SPAC deal of the quarter was Churchill Capital Corp. IV’s acquisition of electric-vehicle startup Lucid Motors Inc., which will list at a pro- forma equity value of $24 billion. Given that SPACs usually find a deal worth about five times their equity capital, according to Goldman Sachs Group Inc. strategists, vehicles that have raised money this year alone could be looking for as much as $500 billion in transactions.

“The scarcity of opportunities matched against the wall of money means that folks are maybe being less discerning in terms of their views on quality,” said Colin Ryan, Goldman Sachs co-head of mergers and acquisitions in the Americas and global co-head of technology M&A.

In response, banks are being picker.

“We take the view that we’re only going to do de-SPAC transactions for companies that are companies that we would otherwise take public,” Ryan added.

How Lucid's New Electric Car Stacks Up Against Tesla And Porsche
The assembly line at Lucid Motors Inc. plant in Newark.

The number of blank-check companies on the hunt for a target, as well as investors’ reception of initial public offerings from consumer-facing technology brands like Airbnb Inc. and DoorDash Inc., could be tempting some potential M&A targets to tap the public markets instead.

“I would say there is a degree where companies that would have normally pursued an outright sale are now looking at IPOs or SPACs,” said Madhu Namburi, global head of technology investment banking at JPMorgan Chase & Co.

But technology strategics remain very active in deals, Namburi added. “Despite where the valuations are, we find the interest level is actually pretty high, and because strategics’ own stock prices are attractive, it’s giving them lots of confidence overall,” he said.

Bidding Wars

One sign of a potentially overheated market is the return of unsolicited deals and bidding wars, which stacked up in the first quarter as acquirers fought over tech and industrial targets.

The battle for laser maker Coherent Inc. went to eight rounds while U.S. defense electronics maker Cubic Corp. accepted a sweetened offer Wednesday from investment firms after Singapore Technologies Engineering Ltd. showed up with a counterbid.

Insurer Chubb Ltd., meanwhile, made a public $23 billion offer for Hartford Financial Services Group Inc., which has so far rejected its advances.

Mayooran Elalingam, head of investment banking coverage and advisory for Asia-Pacific at Deutsche Bank AG, said that deals are being driven by competitive pressures and technology changes and not just companies wanting to optimize their balance sheet.

“CEOs are focused on owning the right portfolio assets for the long run,” Elalingam said.

Regulatory Concerns

Protectionist sentiment killed at least one $20 billion cross-border deal in the quarter. Canada’s Alimentation Couche-Tard Inc.’s friendly takeover bid for French grocery chain Carrefour SA was blocked by the French government.

As the first quarter drew to a close, dealmakers in the U.S., and in other regions are closely watching President Joe Biden’s appointments at the Justice Department and the Federal Trade Commission. The fear is any big changes to antitrust policy that could stymie megadeals.

“Especially for companies looking at large deals, there is concern about what kind of reception they will meet in Washington, once it becomes clear what the antitrust policy is going to be,” Barshay said.

Biden has said he would nominate law professor Lina Khan to the FTC, an antitrust expert who has warned about about the power of dominant technology companies.

Besides technology, health-care deals could also come under scrutiny. This week, the FTC sued to block Illumina Inc.’s $7.1 billion proposed acquisition of testing firm Grail.

At least for now, there’s no sign the activity will let up. “The next six months or so will be very busy,” Citi’s Harding-Jones said


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