VideoIf you believe the official numbers, last week's dealmaking was quiet, indeed. Only 59 transactions involving North American companies, worth $3.77 billion, were racked up, in fact.
But the merger buzz continued hot and heavy, with Yahoo's future still up in the air in the face of Microsoft's hostile $44-billion offer, and Alcoa and its Chinese aluminum affiliate, Aluminum Corp. of China, buying a $14-billion stake in mining giant Rio Tinto. Because it was a purchase of 9 percent of Rio Tinto shares made in the market, that latter deal didn't appear among the top 10 North American deals of the week, as tallied in data provided to CFO.com by mergermarket .
Nonetheless, the purchase of the minority stake in Rio Tinto, which has been a voracious mining-sector acquirer, and was thought to have its own eyes on Alcoa itself, joined the Yahoo battle to become the talk of the dealmaking world.
Yahoo over the weekend finally rejected Microsoft's Jan. 31 buyout bid, leaving it up to Microsoft to plan a next move.
The quiet week of "official" dealmaking brought year-to-date totals to 364 deals, worth $43.9 billion, just a shadow of the 609 deals, worth $180.91 billion, over the same period a year ago.
Kazakhmys plc to buy AES Ekibastuz LLP and Maikuben West LLP from AES Corp. for $1.48 billion
London-based copper mining, processing, smelting, and refining company Kazakhmys agreed to acquire two Kazakhstan operations — the Ekibastuz coal-fired power plant and Maikuben West coal mine — from Arlington, Va.-based power company AES. The seller is engaged in contract power generation, distribution, and supply. Terms call for the subsidiary Kazakhmys Power B V to pay $1.1 billion initially, and earnouts of $381million will be based on financial performance of the power plant and coal mine through 2010. Kazakhmys will fund the transaction through $2.1-billion, five-year debt facility provided by Deutsche Bank.
Seller financial advisor: ABILLION AMRO; and JPMorgan
Bidder financial advisor: Lehman Brothers
Seller legal advisor: Not available
Bidder legal advisor: Allen & Overy
Nucor Corp. to buy David J. Joseph Co. for $1.44 billion
Charlotte, N.C.-based steel producer Nucor, also a recycler of scrap steel, agreed to acquire Cincinnati-based Joseph, a chain of scrap metal processors and a trader in a transaction designed to provide Nucor with extensive brokerage operations, global sourcing, and stronger transport and distribution networking.
Seller financial advisor: Internal
Bidder financial advisor: Internal
Seller legal advisor: King & Spalding
Bidder legal advisor: Moore & Van Allen
GE Healthcare Life Sciences to buy Whatman plc for $706 million
General Electric Co.'s UK-based acquisition vehicle GE Healthcare Life Sciences Ltd. launched an offer to acquire Whatman plc, a Maidstone, UK-based supplier of filtration technology to the life sciences industry. The transaction is to be conducted through Section 425 of the Companies Act 1985, with Whatman holders receiving $2.70 in cash, a premium of 11.6 percent. The transaction will be funded from existing cash resources of the GE Group.
Seller financial advisor: Goldman Sachs
Bidder financial advisor: UBS
Seller legal advisor: Numis Securities Limited
Bidder legal advisor: Slaughter and May
TEPPCO Marine Services LLC to buy the marine transportation assets of Cenac Towing Inc. and Cenac Offshore LLC for $500 million
Houston-based TEPPCO, a marine transportation company and a subsidiary of petroleum pipeline owner and operator TEPPCO Partners L.P., acquired the marine transportation assets of Cenac Offshore and Cenac Towing, both of Houma, La. Under the terms of the agreement, $320 million is in cash, with $180 million being in 4.85 million newly issued TEPPCO limited partner units. The cash portion of the acquisition was funded from borrowings under TEPPCO’s existing $1-billion credit facility. The transaction is expected to be accretive to TEPPCO’s distributable cash flow and will TEPPCO with additional EBITDA of $50 million to $60 million.
Seller financial advisor: Kelton & Co
Bidder financial advisor: Internal
Seller legal advisor: Duval Funderburk Sundbery Lovell & Watkins
Bidder legal advisor: Baker Botts
MBF Healthcare Acquisition Corp. to buy Critical Homecare Solutions Holdings Inc. from Kohlberg & Company LLC for $420 million
Coral Gables, Fla.-based special purpose acquisition company MBF Healthcare agreed to pay cash and stock for Critical Homecare Solutions Holdings Inc., of Conshohocken, Pa. The target is a holding company for Critical Homecare Solutions Inc., a provider of infusion therapy and related healthcare services. MBF Healthcare will be renamed Critical Homecare Solutions Inc. Terms call for MBH to finance $180 million with its own cash; to pay $35 million through the issue of its equity to Critical Homecare’s shareholders; and to pay $180 million by taking debt from Jefferies Finance LLC. Completion is expected by the third quarter.
Seller financial advisor: UBS
Bidder financial advisor: Merrill Lynch; and Houlihan Lokey
Seller legal advisor: Paul Weiss Rifkind Wharton & Garrison
Bidder legal advisor: Akerman Senterfitt; and Bingham McCutchen
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