M&A

Deals: Private Equity Making Very Public News

In our M&A roundup for the week ending June 22, PE accounts for two-thirds of all deals, bringing buyouts up to nearly 38% for the full year.
Roy HarrisJune 25, 2007

Private-equity buyers again dominated North American dealmaking for the week ended Jun 22, with buyouts accounting for more than two-thirds of all M&A activity. That included the week’s two largest deals in the top 10: the HD Supply business of Home Depot Inc. going to a consortium of Bain Capital LLC, Clayton Dubilier & Rice Inc., and The Carlyle Group LLC for $10.3s billion, and Nuveen Investments Inc. being snatched up by Madison Dearborn Partners LLC for $5.65 billion.

In all, PE accounted for $25.2 billion of the total deal value of $35.5 billion, although some style was contributed to the week’s activity by the number-three deal: Italian optical company Luxottica Group SpA agreeing to buy California luxury sunglass and apparel maker Oakley Inc. for $1.98 billion.

For the year to date, that strong performance by private equity pulled the buyout percentage up to nearly 38 percent. Overall, the Energy and Mining sector remained unsually strong, with two deals last week valued above $1 billion, according to data provided to CFO.com by mergermarket.

Both Goldman Sachs and Merrill Lynch saw expecially strong weeks, with both firms advising four of last week’s top deals.

Bain Capital, Clayton Dubilier, and Carlyle Group to buy HD Supply from Home Depot for $10.32 million

Their winning bid for the wholesaler serving infrastructure, construction, and maintenance and repair markets, calls for the three PE firms to invest equal amounts of equity. Funding was provided by Merrill Lynch & Co., J.P. Morgan Securities Inc., and Lehman Brothers. The sale is a part of Home Depot’s recapitalization plan, which involves its repurchasing $22.5 billion of shares. The proceeds from the sale of HD Supply, from an anticipated $12 billion senior unsecured notes issuance, and from existing cash resources will support the repurchase. The transaction is subject to regulatory approvals and is expected to close in the third quarter.
Seller financial advisor: Lehman Brothers
Bidder financial advisor: Citigroup (advising Clayton Dubilier); JPMorgan (Advising Bain); Merrill Lynch (advising Carlyle); PricewaterhouseCoopers Corp. Fin
Seller legal advisor: Wachtell Lipton Rosen & Katz
Bidder legal advisor: Debevoise & Plimpton; Ropes & Gray (Advising Bain Capital LLC); Latham & Watkins

Madison Dearborn Partners to buy Nuveen for $5.65 billion

Chicago-based Nuveen’s definitive agreement was unanimously approved, priced at $65 a share, offering a 20-percent premium. If a superior offer emerges, Nuveen would be required to give the consortium at least three business days to adjustment its current offer. Nuveen has a shopping period of 30 days to seek other buyers, although a termination fee would apply. The transaction is expected to be completed by the end of the fourth quarter. Under certain circumstances, a reverse termination fee could apply, with the parent owing the company $200 million.
Seller financial advisor: Goldman Sachs; Sandler O’Neill & Partners
Bidder financial advisor: Merrill Lynch
Seller legal advisor: Cravath Swaine & Moore; Katten Muchin Rosenman; Skadden Arps Slate Meagher & Flom; Winston & Strawn
Bidder legal advisor: Kirkland & Ellis; Sullivan & Cromwell (Advising Merrill Lynch)

Luxottica Group SpA to buy Oakley Inc. for $1.98 billion

Luxottica’s definitive agreement for the manufacturer of sports and fashion sunglasses, goggles, footwear, wristwatches, apparel, and accessories has been approved by directors of both companies for $29.30 a share, a premium of 16 percent. The cash purchase will be financed from Luxottica’s operating cash flow, available line of credit, and credit facilities to be available at the closing. The transaction is expected to close by the second half of 2007.
Seller financial advisor: Goldman Sachs
Bidder financial advisor: Rothschild
Seller legal advisor: Chiomenti Studio Legale; Skadden Arps Slate Meagher & Flom
Bidder legal advisor: Bonelli Erede Pappalardo; Winston & Strawn

Whitehall Street Global Real Estate LP 2007 to buy Equity Inns Inc. for $1.93 billion

The definitive agreement for Germantown, Tenn.-based real estate investment trust Equity to be acquired by an affiliate of New York-based Whitehall Street Global Real Estate Limited Partnership 2007 calls for a $23-a-share price, a 18.8-percent premium. Equity Inns’ board of directors has approved the merger. Equity Inns, operates upscale extended stay, all-suite and midscale segments of the hotel industry. The transaction is expected to close in the fourth quarter.
Seller financial advisor: Merrill Lynch
Bidder financial advisor: Goldman Sachs
Seller legal advisor: Hunton & Williams
Bidder legal advisor: Sullivan & Cromwell

The Finish Line Inc. to buy Genesco Inc. for $1.36 billion

Genesco’s definitive agreement, signed by both boards, to be acquired by The Finish Line Inc, an Indiana corporation. The boards of directors of both companies have approved the merger at $54.40 a share, a 9.9-percent premium. If a superior offer emerges, Genesco must give Finish Line at least three days to adjustment its offer. The transaction will be funded by a combination of cash on hand and up to $1.6 billion in financing through a commitment from UBS Securities LLC. The transaction is expected to close in the fall.
Seller financial advisor: Not Available
Bidder financial advisor: Peter J. Solomon; UBS
Seller legal advisor: Not Available
Bidder legal advisor: Latham & Watkins (advising UBS); Willkie Farr & Gallagher (advising Peter J. Solomon)

KGen Partners LLC to buy Complete Energy Holdings LLC’s Batesville plant and La Paloma Generating Co. for $1.34 billion

Electricity-generating firm KGen would receive a 1,022-megawatt plant and the gas-fired 837-megawatt Batesville facility in an acquisition funded by Morgan Stanley. The acquisition is in line with KGen’s strategy of focusing on developing a portfolio of power generation facilities and providing potential for asset value, cash flow, and earnings growth, and increases its total capacity to 4,889 megawatts. The acquired plants will enable KGen’s future expansion. The transaction, which is subject to regulatory approvals and other conditions, is expected to close at the end of the third quarter.
Seller financial advisor: Goldman Sachs
Bidder financial advisor: Not Available
Seller legal advisor: Vinson & Elkins
Bidder legal advisor: Milbank Tweed Hadley & McCloy

McMoRan Exploration Co. to buy Newfield Exploration Co.’s Shallow Water Gulf of Mexico properties for $1.1 billion

McMoRan would acquire the natural gas properties, including 125 fields on 146 offshore blocks that currently produce about 270 million cubic feet per day. Proved reserves as of July 1, 2007, are estimated to be 327 billion cubic feet of natural gas equivalents. The acquisition will add to McMoRan’s production and cash flow generating capacity and expand its exploration acreage to pursue both shallow and deep gas opportunities on the shelf of the Gulf of Mexico. The transaction is in line with McMoRan’s strategy of creating a longer-lived reserve base with sustainable and predictable production growth and Newfield’s strategy of focusing on its core deepwater portfolio. The transaction is expected to be completed in July 2007 and is subject to customary closing conditions.
Seller financial advisor: Morgan Stanley; Jefferies & Company
Bidder financial advisor: Merrill Lynch; JPMorgan
Seller legal advisor: King & Spalding
Bidder legal advisor: Jones Walker

Koninklijke Philips Electronics NV to buy Color Kinetics Inc. for $681 million

The definitive agreement has been approved by Boston-based Color Kinetics and Royal Philips, the Netherlands-based electronic equipment and goods producer. The boards of directors of both companies have approved the merger. Color Kinetics, a producer and designer of lighting systems based on Light Emitting Diode technology, will sell for $34 per share, a 14 percent premium. With Color Kinetics, Philips will establish a strong presence in all aspects of the SSL value chain.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: Not Available

Weir Group PLC to buy SPM Flow Control Inc. for $650 million

UK-listed Weir will buy the company from Dan Lowrance, CEO of SPM, using a combination of cash reserves and debt facilities from Royal Bank of Scotland Group plc and HSBC Holdings plc. SPM is expected to post revenues of $320 million for 2007. The deal is expected to be accretive to Weir’s earnings for 2007, and should give Weir strategic, operational, and financial benefits by increasing its presence in the oil and gas market.
The transaction is subject to approval by Weir holders, and is expected to be completed in mid-July.
Seller financial advisor: Not Available
Bidder financial advisor: Not Available
Seller legal advisor: Not Available
Bidder legal advisor: Not Available

Kohlberg Kravis Roberts & Co. and Sageview Capital LLC to buy a 70-percent stake in Air Canada Technical Services from ACE Aviation Holdings Inc for $641 million

KKR Private Equity Investors LP, the listed Channel Islands-based fund of KKR, and U.S.-based private equity firm Sageview will buy all but 30 percent of Air Canada Technical Services, which is being retained by ACE. The disposal of the stake is in line with ACE’s strategy to realize gains in its businesses and create value for its shareholders. ACTS will benefit from the knowledge and resources that will be provided by KKR and Sageview. The transaction will strengthen ACTS’ position as a provider of aircraft maintenance and enable it to take advantage of the opportunities available in the $18 billion MRO services in North and South America. The transaction, subject to customary closing conditions and regulatory approvals, is expected to be completed during the third quarter.
Seller financial advisor: JPMorgan
Bidder financial advisor: Lehman Brothers
Seller legal advisor: Not Available
Bidder legal advisor: Simpson Thacher & Bartlett

source: mergermarket