Analysis: Private equity’s swoop on listed European firms runs into rising execution risks

Analysis: Private equity’s swoop on listed European firms runs into rising execution risks

  • Boards, shareholders start to rail against lowball bids
  • Push for higher premiums compound debt funding dilemma
  • Buyer vs seller valuation gaps may take a year to close

LONDON, June 28 (Reuters) – European listed companies have not been this cheap for more than a decade, yet for private equity firms looking to put their cash piles to work, costlier financing and stronger resistance from businesses are complicating dealmaking.Sharp falls in the value of the euro and sterling coupled with the deepest trading discounts of European stocks versus global peers seen since March 2009, have fuelled a surge in take-private interest from cash-rich buyout firms.Private equity-led bids for listed companies in Europe hit a record $73 billion in the first six months of this year to date, more than double volumes of $35 billion in the same period last year and representing 37% of overall private equity buyouts in the region, according to Dealogic data.Register now for FREE unlimited access to Reuters.comRegisterThat contrasts with a sharp slowdown in overall M&A activity around the world. But as take-private target companies and their shareholders are increasingly bristling against cheap punts which they say fail to reflect fair value of their underlying businesses in 2022, prospects for deals in the second half of the year look less promising.Leading the first half bonanza was a 58 billion euro ($61.38 billion) take-private bid by the Benetton family and U.S. buyout fund Blackstone (BX.N) for Italian infrastructure group Atlantia (ATL.MI).Dealmakers, however, say the vast majority of take-private initiatives are not reflected in official data as many private equity attempts to buy listed companies have gone undetected with boardrooms shooting down takeover approaches before any firm bid has even been launched.”In theory it’s the right time to look at take-privates as valuations are dropping. But the execution risk is high, particularly in cases where the largest shareholder holds less than 10%,” said Chris Mogge, a partner at European buyout fund BC Partners.Other recent private equity swoops include a 1.6 billion pound ($1.97 billion) bid by a consortium of Astorg Asset Management and Epiris for Euromoney (ERM.L) which valued the FTSE 250-listed financial publisher at a 34% premium after four previous offers were rebuffed by its board. read more Also capturing the attention of private equity in recent weeks were power generating firm ContourGlobal (GLO.L), British waste-management specialist Biffa (BIFF.L) and bus and rail operator FirstGroup (FGP.L), with the latter rejecting the takeover approach. read more Trevor Green, head of UK equities at Aviva Investors (AV.L), said his team was stepping up engagement with company executives to thwart lowball bids, with unwelcome approaches from private equity made more likely in view of currency volatility.War in Europe, soaring energy prices and stagflation concerns have hit the euro and the British pound hard, with the former falling around 7% and the latter by 10% against the U.S. dollar this year.”We know this kind of currency movement encourages activity, and where there’s scope for a deal, shareholders will be rightly pushing for higher premiums to reflect that,” Green said.SUBDUED SPENDINGGlobally, private equity activity has eased after a record year in 2021, hit by raging inflation, recession fears and the rising cost of capital. Overall volumes fell 19% to $674 billion in the first half of the year, according to Dealogic data.Dealmaking across the board, including private equity deals, dropped 25.5% in the second quarter of this year from a year earlier to $1 trillion, according to Dealogic data. read more Buyout funds have played a major role in sustaining global M&A activity this year, generating transactions worth $405 billion in the second quarter.But as valuation disputes intensify, concerns sparked by rising costs of debt have prevented firms from pulling off deals for their preferred listed targets in recent months.Private equity firms including KKR, EQT and CVC Capital Partners ditched attempts to take control of German-listed laboratory supplier Stratec (SBSG.DE) in May due to price differences, three sources said. Stratec, which has a market value of 1.1 billion euros, has the Leistner family as its top shareholder with a 40.5% stake.EQT, KKR and CVC declined to comment. Stratec did not immediately return a request for comment.The risks of highly leveraged corporate takeovers have increased with financing becoming more expensive, leaving some buyers struggling to make the numbers on deals stack up, sources said.Meanwhile, piles of cash that private equity firms have raised to invest continue to grow, heaping pressure on partners to consider higher-risk deals structured with more expensive debt.”There is a risk premium for debt, which leads to higher deal costs,” said Marcus Brennecke, global co-head of private equity at EQT (EQT.N).The average yield on euro high yield bonds – typically used to finance leverage buyouts – has surged to 6.77% from 2.815% at the start of the year, according to ICE BofA’s index, and the rising cost of capital has slowed debt issuance sharply. (.MERHE00)As a result, private equity firms have increasingly relied on more expensive private lending funds to finance their deals, four sources said.But as share prices continue to slide, the gap between the premium buyers are willing to offer and sellers’ price expectations remains too wide for many and could take up to a year to narrow, two bankers told Reuters.In the UK, where Dealogic data shows a quarter of all European take-private deals have been struck this year, the average premium paid was 40%, in line with last year, according to data from Peel Hunt.”Getting these deals over the line is harder than it looks. The question really is going to be how much leverage (buyers can secure),” one senior European banker with several top private equity clients told Reuters.($1 = 0.8141 pounds)($1 = 0.9450 euros)Register now for FREE unlimited access to Reuters.comRegisterReporting by Joice Alves, Emma-Victoria Farr, Sinead Cruise, additional reporting by Yoruk Bahceli, editing by Pamela Barbaglia and Susan FentonOur Standards: The Thomson Reuters Trust Principles. .

Ramsay Health Care gets $14.8 bln bid from KKR-led consortium; shares soar

Ramsay Health Care gets $14.8 bln bid from KKR-led consortium; shares soar

Trading information for KKR & Co is displayed on a screen on the floor of the New York Stock Exchange (NYSE) in New York, U.S., August 23, 2018. REUTERS/Brendan McDermidRegister now for FREE unlimited access to Reuters.comRegister

  • Ramsay receives A$88 cash per share proposal
  • Proposal at a 37% premium to Ramsay’s last close
  • Ramsay stock up 29.8% in early trade

April 20 (Reuters) – Ramsay Health Care Ltd (RHC.AX), Australia’s largest private hospital operator, said on Wednesday it received a A$20.05 billion ($14.80 billion) indicative takeover offer from a consortium led by private equity giant KKR & Co (KKR.N).The non-binding proposal of A$88 cash per share represents a premium of nearly 37% to Ramsay’s Tuesday closing price of A$64.39. The offer sent the hospital operator’s shares up as much as 29.8% to A$83.55 in early trade, their biggest-ever intraday jump.Ramsay said in a statement it would provide the KKR-led consortium with due diligence on a non-exclusive basis and talks were at a preliminary stage.Register now for FREE unlimited access to Reuters.comRegisterThe hospital operator said it had reviewed the proposal with its advisers and asked for further information from the consortium in relation to its funding and structure of the deal.KKR did not immediately respond to a Reuters request for comment.If successful, the takeover would be the biggest in Australia this year and nearly double deal activity, which at a total value of $17.4 billion, suffered a 41.2% decline in the first quarter compared with a year earlier, according to Refinitiv data.The proposal comes as record-low interest rates prompt private equity firms, superannuation and pension funds with ample liquidity to invest in healthcare and infrastructure assets.The deal would also rank as the second biggest private-equity backed in deal in Australia, following a consortium’s A$31.6 billion ($23.35 billion) enterprise value deal for Sydney airport last year. read more The pandemic hit healthcare operators including Ramsay, with the shutdown of non-urgent surgeries, staffing shortages due to isolation regulations, and upward wage pressure weighing on earnings and hurting stocks, making the sector relatively affordable for a buyout, compared to a few years ago.Last year, Australian biopharmaceutical giant CSL Ltd (CSL.AX) said it would buy Swiss drugmaker Vifor Pharma AG (VIFN.S) for $11.7 billion. read more Ramsay operates hospitals and clinics across 10 countries in three continents, with a network of more than 530 locations, according to its website.It has 72 private hospitals and day surgery units in Australia, while it operates clinics and primary care units in about 350 locations across six countries in Europe.KKR currently owns French healthcare group Elsan.Earlier this year, Ramsay and Malaysia’s Sime Darby Holdings received a $1.35 billion buyout offer from IHH Healthcare Bhd (IHHH.KL) for their Asia joint venture. Ramsay said it was still pursuing this transaction. The hospital operator has hired UBS AG’s Australia Branch and Herbert Smith Freehills as financial and legal advisers, respectively, for the KKR-led consortium’s proposal.($1 = 1.3535 Australian dollars)Register now for FREE unlimited access to Reuters.comRegisterReporting by Harish Sridharan in Bengaluru; additional reporting by Byron Kaye in Sydney; Editing by Sriraj Kalluvila, Aditya Soni and Krishna Chandra Eluri and Rashmi AichOur Standards: The Thomson Reuters Trust Principles. .

Benetton team working on premium of around 30% to buy out Atlantia – sources

Benetton team working on premium of around 30% to buy out Atlantia – sources

The logo of infrastructure group Atlantia in Rome, Italy October 5, 2020. REUTERS/Guglielmo MangiapaneRegister now for FREE unlimited access to Reuters.comRegisterMILAN, April 12 (Reuters) – The Benetton family and U.S. investment fund Blackstone are working on a premium of around 30% over Atlantia’s (ATL.MI) average stock price in the last six months, as they ready a bid that could land as early as Wednesday, three sources said.The two partners are considering an offer between 22 and 23 euros per share, one of the sources said, but cautioned no final decision had been taken.While a significant premium on the six month average share price, that would be a more modest increase over the current price of about 21.7 euros, and would value the whole of Atlantia – in which the Benetton family already owns a 33% stake – at about 18.1-19.0 billion euros ($19.7-$20.7 billion).Register now for FREE unlimited access to Reuters.comRegisterShares in the Italian infrastructure group have gained nearly 20% since April 6 when speculation first emerged about an approach involving Global Infrastructure Partners (GIP), Brookfield and Florentino Perez, head of Spain’s ACS (ACS.MC).The stock hit a two-year high of 22.5 euros on Monday as investors waited for a move that could take the group private.”The offer could land very soon, even early Wednesday morning,” one of the sources said.Blackstone and Benetton holding company Edizione declined to comment.Atlantia's share performanceAtlantia’s share performanceEdizione and Blackstone want to delist Atlantia to shield it from the appetite of rival suitors, who approached the Benettons last month with a proposal to buy the group and hand over Atlantia’s motorway concessions to Perez.GIP, Brookfield and the Spanish tycoon are in a ‘wait and see’ mode after the Benetton family and Atlantia’s long-time investors CRT and GIC rebuffed their offer, sources have said.The takeover offer comes as Atlantia prepares to pocket 8 billion euros from the sale of the group’s Italian motorway unit, a deal aimed at ending a political dispute triggered by the 2018 collapse of a motorway bridge.It also puts the spotlight on Alessandro Benetton, 58, who was appointed chairman of Edizione earlier this year, tightening the family’s grip on its investments.After parting ways with its Autostrade per l’Italia, Atlantia will continue to run airports in Italy and France, motorways in Europe and Latin America and digital toll payment company Telepass.The Italian government so far has been silent on the latest developments, but it has special vetting ‘golden’ powers over strategic assets, such as the country’s airports and their ownership.($1 = 0.9184 euro)Register now for FREE unlimited access to Reuters.comRegisterReporting by Francesca Landini and Stephen Jewkes
Editing by Mark Potter and Chizu Nomiyama
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Australia’s Virtus accepts $514 million sweetened CapVest bid, topping BGH offer

Australia’s Virtus accepts $514 million sweetened CapVest bid, topping BGH offer

March 14 (Reuters) – Australia’s Virtus Health Ltd said on Monday it had accepted a sweetened A$704.8 million ($514 million) takeover offer from CapVest Partners LLP, which topped an improved offer from rival bidder BGH Capital.However, the months-long bidding war for the in vitro fertilization service provider was not necessarily over as the deal with London-based CapVest allows the Virtus board to consider a superior proposal from Melbourne-based BGH or another party.CapVest’s revised cash offer of A$8.25 per share is a 7% premium to Virtus’s Thursday close and a 58% premium to its close on Dec. 13, before the bidding war broke out.Register now for FREE unlimited access to Reuters.comRegisterThe deal, unanimously recommended by the company’s board, knocks out a A$8.10 per share offer from Melbourne-based BGH Capital made after the market close on March 10. That offer was conditional on Virtus not signing an implementation deed with London-based CapVest.The latest CapVest deal includes a potential simultaneous off-market takeover offer, if it does not reach the required minimum threshold of 50% shareholder acceptance.Virtus’ share price has jumped around 64% since the end of 2019. read more ($1 = 1.3723 Australian dollars)Register now for FREE unlimited access to Reuters.comRegisterReporting by Savyata Mishra in Bengaluru; Editing by Richard Chang and Jane WardellOur Standards: The Thomson Reuters Trust Principles. .

Australia’s AGL Energy rejects $3.5 bln offer, backs decision to split

Australia’s AGL Energy rejects $3.5 bln offer, backs decision to split

  • Australia’s 2nd richest man, Canada’s Brookfield made joint bid
  • Offer was at a 4.7% premium to AGL’s last close
  • AGL says demerger plans on track

Feb 21 (Reuters) – Australian power producer AGL Energy Ltd on Monday rejected a $3.54 billion takeover offer from billionaire Mike Cannon-Brookes and Canada’s Brookfield Asset Management (BAMa.TO) in favour of its plan of splitting in two this year.AGL said the A$7.50 apiece proposal from Cannon-Brookes, Australia’s second-richest man and co-founder of software firm Atlassian, and the Canadian buyout group was a 4.7% premium to the stock’s Friday close and undervalued it.”The proposal does not offer an adequate premium for a change of control and is not in the best interests of AGL Energy shareholders,” AGL Chairman Peter Botten said.Register now for FREE unlimited access to Reuters.comRegisterThe unsolicited cash proposal with an option for AGL shareholders to elect a scrip alternative also provided limited other information about how the deal would be structured, Botten said.Cannon-Brookes’ investment vehicle, Grok Ventures, and Brookfield did not immediately respond to a request for comment.The profits and value of AGL, Australia’s biggest polluter, have shrunk on government pressure to cut retail rates, waning investor appetite for coal-fired power and an influx of solar and wind energy into the grid.The Australian Financial Review had reported on Sunday that the parties made a joint bid for AGL which included plans to halt its proposed split into a bulk power generator and a carbon-neutral energy retailer. AGL plans to re-brand as Accel Energy and hold the company’s coal-fired power plants and wind farm contracts. It would spin off AGL Australia Ltd, the country’s biggest retailer of electricity and gas, into a separately listed company. read more AGL said earlier this month it had made significant progress in its demerger plans and repeated on Monday that the split was on track to be completed by June. “The board is confident that the demerger will create a strong future for both parts of the business,” Botten said.($1 = 1.3961 Australian dollars)Register now for FREE unlimited access to Reuters.comRegisterReporting by Harish Sridharan and Shashwat Awasthi in Bengaluru; editing by Grant McCoolOur Standards: The Thomson Reuters Trust Principles. .