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December 17, 2009

Mergers and Acquisitions -- Strategic Deals and 'Mergers of Productivity' to Drive M&A in 2010: PricewaterhouseCoopers

Mergers and Acquisitions

There have been signs of life in the deal market during the second half of 2009, and mergers and acquisitions (M&A) activity is expected to pick up in 2010, according to PricewaterhouseCoopers' (PwC) Transaction Services practice.

While credit markets are easing for some participants, financing will remain the dominant challenge to M&A activity next year, increasing the pressure on middle market deals. Strategic buyers with strong balance sheets and robust cash reserves will be well-positioned for strategic M&A opportunities. As these strategic buyers take advantage of their ability to maneuver in the face of a challenging deal environment, PwC predicts they will pursue deals with a focus on synergies - including enhancing productivity, providing cost-savings and adding revenue volume to their businesses.

Mergers and Acquisitions

"Those who have built their balance sheets for a rainy day might come out of last year's storm to find the rainbow, and at the end of it, nicely-valued acquisition targets that provide opportunities for revenue growth and enhanced productivity," said Bob Filek, Partner with PricewaterhouseCoopers Transaction Services. "As a result, M&A activity in 2010 will be driven by strategic buyers who have access to capital and the strategic vision to capitalize on some of the best values we have seen in recent times."

"Companies have taken aggressive actions on costs; the low hanging fruit is gone, and to drive further efficiency they will look to combine with similar players to drive scale and enhance productivity. The 'merger of productivity' will be a driving force in 2010 as companies look to drive revenue growth and enhance margins," continued Filek.

Mergers and Acquisitions

Through the first eleven months of 2009, there were 6,772 deals worth a total of $614 billion, compared with 8,890 transactions worth a total of $1 trillion during the same period last year, according to financial data provider Thomson Reuters.

The credit freeze has impacted transactions across the board, including private equity (PE) and middle market transactions.

"There is still in excess of $1 trillion of capital committed to alternative investment funds sitting on the sidelines, waiting for the appropriate opportunities. The diversified private equity players have been bulking up their debt, hedge and distressed funds to take advantage of opportunities in distressed, reflecting their ability to evolve and successfully navigate choppy waters," said Greg Peterson, Partner with PricewaterhouseCoopers Transaction Services.

Regarding private equity exits, "we expect to see more IPOs coming to market in 2010 from private equity as the markets continue to firm up," noted Peterson. More the half of the IPOs completed during 2009 were by financial sponsor-backed (primarily private equity) companies, a trend expected to continue through the remainder of 2009 and 2010.

Mergers and Acquisitions

Sectors that continue to present opportunities include:

Consumer Products:
As retailers continue to pressure margins and growth through private label strategies, consumer product companies are accelerating trade spend at the expense of margins. Watch for high-profile combinations as branded companies look to gain scale and negotiating leverage with retailers, while enhancing their scale to drive productivity. A focus on high-growth categories and emerging markets will also be in vogue in 2010.

The headline transactions of the past year - transformative deals - will continue as the battle over the data center and end-to-end services continues to drive the larger players. The large, mature players will also continue to absorb smaller companies who provide intellectual property that can be leveraged - at an array of multiples - as some will be seen as desirable by multiple players and others are made attractive by a higher bar to access in the public markets. At the other end of the scale, there is more consolidation to come amongst weaker players, especially in semiconductors.

The opening of the capital markets window (both debt and equity) will pave the way for increased M&A activity in 2010. The seller/buyer expectation gap is slowly narrowing. Large-cap exploration and production companies and Master Limited Partnerships have strengthened their balance sheets considerably and are ready to fuel growth again via the M&A route. PwC expects natural gas to continue to be a particular bright spot for acquisitions.

Financial Services:
As the FDIC continues to take actions with troubled banking institutions, watch for consolidation among the regional banks at the hands of the FDIC to be a key theme of 2010. One key question is if private equity will take more seats at the banking deal table. PwC expects the asset management sector will also continue to be popular in this space.

With the U.S. automotive industry remade, it will be time for the suppliers to resize and adjust their business models to the new paradigm. Watch for a realignment of product portfolios and manufacturing footprints as tier-one suppliers adjust to the new reality. Low-cost country sourcing will be a continued theme, while Asian acquirers may start to acquire more U.S.-based assets.

Once healthcare reform has run its course, look for the industry to ratchet up M&A activity. Consolidation will accelerate in the services, managed care and pharma sectors, driven by the need to reduce costs and increase productivity. Watch for seasoned leaders to embark on new ventures to shake up the business-as-usual model. The pharmaceuticals sector will continue pursue smaller acquisition targets, and explore areas less dependent on government, such as consumer product applications, animal health, vaccines, and biologics.

Entertainment and Media:
Despite a sluggish economy, the Entertainment and Media sector still managed to pull off several high-profile entertainment deals in the second half of 2009. Look for strategic buyers to focus their efforts on content- and distribution-oriented acquisitions, both domestically and internationally, in response to favorable pricing in the market, as well as continuing to explore new media opportunities.


Other factors influencing M&A activity in 2010 may include the following scenarios:

Private equity's ability to exit through Initial Public Offerings (IPOs) or acquisitions:
The IPO market has been re-established as a viable exit vehicle for private equity investments. IPO activity in Q4 of 2009 is expected to be the strongest quarter since 2007, with PE-backed deals contributing the majority of the volume in this deal channel. Assuming the equity markets do not experience a significant correction, PwC expects IPO activity to continue to increase in 2010.

The "Wild Card":
How much would an economic double-dip rain on the M&A party? "We see continued weakness in key fundamental indicators, not the least of which is consumer demand," said Filek. "However, while we may see some challenges and market disappointments in 2010, the underlying fundamentals will outweigh the short-term stress, and companies will stay committed to their strategic vision and complete a lot of transactions in 2010."

Source: PricewaterhouseCoopers Transaction Services

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Edited & Posted by the Editor | 11:50 PM | Link to this Post

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