Rules of Engagement

09 May 2016

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Changes to Canada’s take-over rules by the Canadian Securities Administrators mark the first time in the country’s history that the guidelines on take-over bids are nationally harmonized. However, they also change the relationship between buyers, targets and their shareholders. What impact will they have, and how will they change Canadian M&A?
Citi commissioned Mergermarket to interview four experts to discuss their thoughts on these changes, set to come into force on May 9.
Points of discussion:
  • The new take-over rules by the Canadian Securities Administrators include a provision that increases the number of days bidders must keep offers open from 35 to 105 – what does this change for targets and bidders?
  • Does the new minimum tender requirement hinder various kinds of deals such as partial bid, minority stakes and attempts to buy companies with significant minority shareholders? Will this make Canada’s M&A market less competitive?
  • What is the outlook for Canadian M&A for the remainder of 2016?

Monthly M&A Insider – May 2016

20 May 2016

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The global cool-down period in M&A activity has continued with the emergence of the second quarter. In April, global deal value reached US$175.8bn with 1,003 deals. Compared to April 2015 with 1,473 transactions worth US$294.3bn, total deal value decreased by 40.3% with 470 fewer deals, making it the lowest-valued month of April since 2013.
Highlights from the report include:
  • Pharma, Medical & Biotech was the leading sector in April 2016 with 81 deals worth US$40.7bn, an increase of 392.6% in value compared to April 2015.
  • North America was the dominant region for M&A in April 2016 with 310 transactions valued at US$87.7bn, accounting for 50% of global total deal value
  • Divestitures within the Energy, Mining & Utilities sector in the Middle East and Africa look set to drive M&A activity within the short-term

Due Diligence Roadmap: Taking The Right Steps

26 May 2016

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In today’s world, where deals can run into the tens of billions of dollars, ensuring that one’s due diligence process is up to scratch is increasingly becoming paramount. Over the past few years, the process of conducting diligence has changed, particularly through technological advancements. The development of online activity, data rooms and other analytical software has increased the amount of data that companies can crunch, as well as vastly reduced the time it takes to conduct the process.
With this in mind, RR Donnelley, in conjunction with Mergermarket, is pleased to present the first of three reports in the Due Diligence Roadmap series. This first report, Taking the Right Steps, pays particular attention to outlining which decisions factor into corporate due diligence processes.
Key findings include:
  • Sixty-four percent of respondents say the priority in due diligence is getting it over quickly in order to capture deal synergies early.
  • Sixty percent use fewer than 20 internal employees when conducting due diligence.
  • Eighty-two percent of those surveyed said financial information was in the top three facets of a target to review during due diligence, while 50% said financial reviews were one of the major things in due diligence that add to deal value

Market Spotlight: The Evolution of Energy M&A

01 June 2016

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Companies in the oil & gas and coal sectors have experienced a harsh about-face in their prospects over the last 18 months, as the price of commodities has plummeted. The sudden turn of events has had a significant effect on M&A activity in the energy industry, which saw an almost 7% drop in value in 2015 along with 357 fewer deals year-on-year. As fossil fuel companies see their debts balloon and their profits shrivel, M&A activity has become centered more around divestments and bankruptcy proceedings.
According to this month’s Venue® Market Spotlight alternative energy firms are continuing to remain active in terms of deal-making, as cited by 72% of respondents who expect to see a significant increase in activity.
RR Donnelley commissioned Mergermarket to interview professionals based in the US, Europe and Asia-Pacific to gain insight on their opinions regarding energy deal-making activity for the next 12 months.

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Non-performing loans securitization in China – Houlihan Lokey Quarterly Newsletter

14 June 2016

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The non-performing loan (NPL) ratio among China’s commercial banks hit 1.67% at the end of 2015, marking the 17th consecutive quarterly increase, according to data from the China Banking Regulatory Commission (CBRC). That pushes the total quantity of failed loans to US$196bn (RMB1.27tn). As economic growth decelerates, pushing more onshore corporates, private and state-run, closer to bankruptcy or to defaulting on loans and bonds, the official level of NPLs is likely to rise further and faster, with deterioration in asset quality set to accelerate. For China, the journey of deleveraging is a painful but inevitable one. Securitization offers a potentially viable way for banks to improve their asset quality in an efficient and cost effective way, but there are policy, regulatory and legal hoops to jump through.
Houlihan Lokey, in conjunction with M&A intelligence provider Mergermarket, takes a close look at corporate distress and loan securitization trends in this exclusive thought leadership newsletter, Non-performing loans securitization in China.
Highlights and trends analyzed:
  • China’s debt pile continues to grow, registering 237% of GDP in Q1 2016, according to Financial Times calculations;
  • China’s NPL ratio is expected to reach 3.1% by the end of 2016, according to Standard & Poor’s; China’s securitization market is now the largest in Asia, outpacing both Japan and South Korea;
  •  Having experienced exponential growth since 2012, the Chinese market accounted for US$65.8bn of issuance in 2015, a 30.7% rise from 2014, according to SIFMA Securitization Group;
  • and An exclusive interview with Houlihan Lokey’s Global Head of Portfolio Valuations Cindy Ma, Director for Financial Advisory Services Gunes Kulaligil, and Vice President for Asia Pacific Financial Advisory Services Ethan Ma, on the nascent opportunities arising in China’s dynamic NPL market, as well as potential risks and challenges for investors.

Capitalizing on opportunities: Private equity investment in oil and gas

21 June 2016

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As companies manage the challenge of volatile oil prices and the energy industry continues to transform, private equity firms are looking at the oil and gas sector with renewed interest, according to Capitalizing on opportunities: Private equity investment in oil and gas, a report released by EY in association with Mergermarket.
The report features the results of a survey with 100 global PE executives and examines PE firms’ appetite for investment into the oil and gas sector.
Key findings include:
  • Forty-three percent of private equity investors plan to deploy capital into oil and gas by the first half of 2017.
  • Sixty-four percent of respondents see favorable asset valuations as the main driver for PE activity in the oil and gas sector.
  • Seventy-one percent plan on raising a new fund targeting acquisitions in the oil and gas sector in the next 12-24 months.
  • Sixty-three percent view providing growth capital as the most important way PE can add value to organizations

Toppan Vite – M&A Pulse: US Antitrust Action in M&A

22 June 2016

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US government agencies have become increasingly active in investigating and blocking M&A deals in the last year, with a number of notable transactions hitting the rail. What is causing this, and what does the near future hold?
Toppan Vite, a trusted financial printing and communications company, in partnership with Mergermarket, is pleased to present the second M&A Pulse newsletter, in which US-based senior corporate executives were surveyed to gain insight on antitrust action in M&A.
Key findings include:
  • Over the coming 12 months, the majority of respondents (64%) expect US antitrust action against M&A deals to increase.
  • Respondents expect the Healthcare and Consumer sectors to receive the most scrutiny by US antitrust regulators in the next 12 months, as cited by 52% and 40% of respondents.
  • Fifty-two percent of respondents believe insufficient divestitures will be a common cause of stalled deals in the next 12 months.
See more and subscribe to Toppan Vite‘s Blog here.
Toppan Vite, a leader in financial printing, delivers a hassle-free experience for mission-critical content for capital markets transactions, financial reporting and regulatory compliance filings, investment companies and insurance providers. Part of the world’s largest printing company with over $13 billion in annual sales, we have the scale, financial strength and commitment to be the partner of choice for mission-critical transactions, any size, across the globe. Learn more at

Searching for solutions: Energy asset sales in Asia-Pacific

23 June 2016

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Depressed oil prices are putting pressure on the profit margins of some international oil companies (IOCs), leading to further cost reductions. This may result in more asset sales in Asia-Pacific in the year ahead. In the Asia-Pacific region, 2015 closed with 44 energy divestitures and asset sales worth a total of US$17bn, down from 2014’s US$30.2bn from 60 deals. Q1 2016 saw 11 divestments worth US$1.3bn.
Eversheds, a leading international law firm, has teamed up with Mergermarket to trace the shifting trends in the Asia-Pacific energy sector in Searching for solutions: Energy asset sales in Asia-Pacific, the second issue in a newsletter series.
This thought-leadership publication includes an exclusive interview with Eversheds partners Charles Butcher, Corporate, and Jae Lemin, Banking, presenting expert insights on considerations pertaining to timing, preparation and risks in Asian oil and gas divestitures and asset sales.
Highlights from Searching for solutions: Energy asset sales in Asia-Pacific:
  • According to Mergermarket data, Oil and gas exploration and production assets accounted for almost half the asset sales in value and 42% in volume from 2014 to Q1 2016.
  • The clean energy sub-sector saw the region’s second-highest rate of asset sale and divestment activity from 2014 to Q1 2016, accounting for 34% of deal volume and 17% of value in the sector.
  • Across the Asia-Pacific region, Australia accounted for 54% of energy asset sale and divestiture values and 30% of volume from 2014 to Q1 2016. In second for energy divestitures and asset sales was China, which accounted for 24% of the region’s total divestment volumes and 17% of value.

Mid-Market M&A: Deal Environment for Sellers

23 June 2016

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As volatility continues in the world economy, the North American mid-market has seen a dip in M&A activity. In the first five months of 2016, the value of mid-market deals fell 10% to US$56.9bn, while volume dropped to 655 deals, from 896 a year earlier. After several years in which sellers could dictate terms, it has become a buyer’s market in many sectors.
And yet, selling opportunities will continue to arise. The question for sellers is: How can a company best position itself in this environment?
Mergermarket, on behalf of Firmex, a virtual data room provider, interviewed four experienced mid-market dealmakers to discuss the key steps business owners should take to optimize value.
Points of discussion include:
  • Sectors in which favorable conditions persist for mid-market sellers.
  • Unique challenges that activists present to the mid-market and how mid-market companies can best respond to activist pressure.
  • Alongside valuations, which other major factors sellers should consider when evaluating buyout offers.
  • Advantages and disadvantages of selling to a private equity firm vs. a strategic


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