Things fall apart: High-profile M&A deals fold under pressureAugust 9, 2018
In 2Q, 4,735 deals closed for a whopping $988 billion in value across North America and Europe. Although that first figure actually represents roughly a 2% decrease QoQ, dealmakers have been buoyed of late by the 24% increase in value that the second figure represents over the nearly $800 billion reported for total deal value in 1Q 2018.
Indeed, 31 mega-deals worth upwards of $5 billion apiece closed during 1H and have helped lift overall deal value for the year, despite the lack of a corresponding increase in the number of completed transactions. But beneath the headline-grabbing moments, trouble has been brewing for some recent M&A transactions. By analyst estimates, a total of roughly $541 billion in global M&A transactions has been withdrawn YTD, representing a 23% increase YoY.
And a number of those high-profile deals, some struck in the wake of dealmaking drivers like tax reform in the US, have started to come undone as well—not least, Qualcomm's proposed acquisition of Dutch business NXP Semiconductors. That $44 billion deal was quashed last month as part of the trade spat brewing between China and the US. But that's just the tip of the iceberg.
A raft of deals on the rocksDrugstore operator Rite Aid and US grocery chain Albertsons agreed Thursday to terminate their $24 billion combination. The move comes just over a week after investor advisory firms Institutional Shareholder Services and Glass Lewis recommended that shareholders in Rite Aid vote against the deal with the Cerberus Capital Management portfolio company.
Meanwhile, activist investor Carl Icahn has come out against a similar deal. Icahn has accumulated a hefty stake in Cigna, which he has parlayed into a revolt against the US health insurer's $67 billion merger deal with pharmacy benefits manager Express Scripts. Icahn is relying, among other things, on fears of Amazon and its successful use of M&A to creep into the healthcare space, with its recent moves including a $1 billion deal to buy Pillpack earlier this summer and the headline-grabbing joint venture struck last year with JPMorgan Chase and Berkshire Hathaway.
The pact struck in March between Cigna and Express Scripts followed a $77 billion deal announced in December between rivals CVS Health and Aetna as a major example of healthcare consolidation. But the CVS-Aetna deal is hardly out of the woods itself. Earlier this week, the American Medical Association again urged US regulators to come out against the CVS takeover after finding in June that the deal could reduce competition and raise prices of the Medicare Part D prescription drug plan for seniors.
Healthcare deals aren't the only ones ailing, though. Also on Thursday, Tribune Media terminated its $3.9 billion deal to be bought by Sinclair Broadcast after the Federal Communications Commission referred the acquisition to an administrative law judge last month—much to President Donald Trump's chagrin. Tribune has now launched a lawsuit in the Delaware Chancery Court against Sinclair for breach of contract, seeking $1 billion to cover the loss in premium for its shareholders.
Finally, in a deal that looks likely to be dead before it gets off the ground, Canadian miner Nevsun Resources has urged its shareholders to reject an unsolicited bid valued at some C$1.4 billion (about $1.1 billion) from rival Lundin Mining, as Nevsun's board tries to drum up potential alternatives to the hostile takeover. Lundin put its all-cash offer to Nevsun's shareholders directly late last month. Its five prior offers were rejected by the company outright.
Heavy hitters on deckT-Mobile parent company Deutsche Telekom is anticipating feedback later this month from US regulators on the $26.5 billion takeover of Sprint. The combination has been stopped several times before, but both sides remain confident that this time it's different.
And just because a deal's closed doesn't mean it's over: The US Department of Justice appealed the approval in June of AT&T's $85.4 billion deal for Time Warner. A new verdict, if any, won't come until at least October, when final briefs from both sides come due and new hearings kick off. Meanwhile, AT&T has gone on to pick up several other assets since mid-June—transactions that suggest its move into content, at least, is a done deal. Earlier this week, the telecom giant purchased a controlling interest in Otter Media from the Chernin Group for a reported $1 billion.
Perhaps devil may care really is the right attitude to maintain the face of lingering uncertainty over a deal's prospects. After all, massive transactions aren't going away anytime soon, as a number of game-changing acquisitions like Disney’s $71.3 billion bid for a raft of 21st Century Fox assets remain on the horizon. And though the saber-rattling between China and the US will undoubtedly impact M&A activity for the foreseeable future, 2018 remains on pace to post $3 trillion or more in overall deal value on completed transactions—for the fifth year running.
Related read: The 11 largest failed deals in Europe
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