By Zachary R. Mider March 4 (Bloomberg) — A pair of takeovers by billionaire investor Warren Buffett and oil giant Exxon Mobil Corp. late last year were all the encouragement that investment bankers needed, Bloomberg Markets reports in its April issue. The ink hadn’t dried on railroad Burlington Northern Santa Fe Corp. ’s $35.8 billion November sale to Buffett’s Berkshire Hathaway Inc., or on Exxon Mobil Corp.’s $41.4 billion buyout of XTO Energy Inc. a month later, before mergers-andacquisitions specialists were telling clients to act before they missed out on the next great M&A wave. Companies that have already cut production and slashed jobs to control costs now need to find other ways to fatten the bottom line, says Paul Parker , head of M&A advice at Barclays Capital. “M&A may be a more compelling catalyst for growth than a stand-alone strategy,” he says. Merger activity fell to $1.8 trillion last year, its lowest level since 2003, as companies guarded their cash and shunned risky initiatives. That was a 27 percent drop from $2.5 trillion in 2008. Even as bankers sharpen their sales pitches, they aren’t betting on a return anytime soon to the dealmaking that pushed M&A to a record $4 trillion in 2007. Goldman Sachs led the way in M&A in 2009, reaping $1.74 billion in fees, according to estimates compiled by Bloomberg Markets. Goldman has led the category since the ranking began in 2004. Goldman Advises Burlington The firm took in a record $3.93 billion in 2007 and $2.25 billion in 2008. Goldman advised Fort Worth, Texas-based Burlington Northern in the Buffett deal as well as Uxbridge, England-based Cadbury Plc in its $21.4 billion hostile takeover by Kraft Foods Inc. , which was completed in February. Kraft Chief Executive Officer Irene Rosenfeld pursued Cadbury for its leading position in the confectionary markets of emerging regions such as South Asia, South America and southern Africa. The Exxon Mobil and Buffett deals led a revival in the merger market in the fourth quarter, boosting the value of transactions 58 percent to $556 billion from the third quarter. It was Exxon Mobil’s first acquisition of more than $2 billion in a decade and Buffett’s biggest in his 44 years at Berkshire. “We’ve got a pipeline, and that’s different from last year,” says George Bason Jr ., an M&A partner at law firm Davis Polk & Wardwell LLP in New York, who’s advising Exxon Mobil. 2010 Uncertain Corporate executives and directors are still wary about the outlook for the economy, and that’s hindering deals, Bason says. “I don’t think anyone feels like they have a handle on how 2010 is going to go,” he says. Some 60 percent of bankers, lawyers and investors in a year-end Bloomberg survey said they expected only a “small increase” in M&A activity this year. Energy and financial companies will be among the most active, the respondents said. Sanford C. Bernstein analyst Brad Hintz is more optimistic. He predicts M&A will jump 35 percent this year by dollar value and will continue to increase for the next three years. That still won’t be enough to return to 2007 levels. Mergers are recovering as the U.S. economy picks up speed. The Standard & Poor’s 500 Index advanced 23 percent in 2009. Economists surveyed by Bloomberg estimate that the U.S. economy will grow 3 percent this year compared with a 2.4 percent decline in 2009. The Conference Board’s Measure of CEO Confidence advanced to 64 in the fourth quarter, the fourth straight quarterly increase after the index hit a record low of 24 in 2008. Dyal, Kindler Rivalry No. 1 Goldman’s M&A team is led by Gordon Dyal , 48, an American based in London. No. 2 in the ranking is Goldman’s perennial rival Morgan Stanley, whose M&A business is led by Robert Kindler in New York. Kindler, 56, was a mergers lawyer for New York firm Cravath Swaine & Moore LLP before becoming a banker in 2000. “The biggest issue facing companies now is the ability to get growth in a slow-growth or no-growth environment,” Kindler says. “And if you can’t get organic growth, you seek it through acquisition.” In a research note in October, Goldman said that the firms that stand to gain the most from the revival of M&A are investment banks that earn the biggest portion of their revenue from merger advice, including Hamilton, Bermuda-based Lazard Ltd. and New York-based Evercore Partners Inc. The note said private-equity giant Blackstone Group LP would also benefit, since a rebound would allow it to put its cash to work on new deals. Private Equity Rivival Goldman had “buy” recommendations on all three stocks as of mid-February. The private-equity revival was already underway by the end of last year. Fort Worth-based TPG Inc. and Toronto-based Canada Pension Plan Investment Board’s $5 billion leveraged buyout of Norwalk, Connecticut-based health data provider IMS Health Inc. was the biggest LBO of a public company since 2007. One damper on takeover activity this year may be the Obama administration’s pledge to scrutinize the antitrust implications of mergers more closely than did President George W. Bush . Companies considering mergers must now decide how far they’re willing to pursue a combination if they get resistance from regulators. “Antitrust is a much bigger issue today than under the previous administration,” says Lee Lebrun , co-head of Americas M&A at Zurich-based UBS AG . “It makes it harder to do a deal because you’ve got to figure out who’s going to wear that risk.” Antitrust Worries In the biggest case to date, the U.S. Department of Justice in January challenged the proposed merger of Ticketmaster Entertainment Inc. with Live Nation Inc. , the world’s largest concert promoter. After Ticketmaster agreed to concessions, including the licensing of ticket-selling software to its biggest customer, the companies completed the merger. The bankers aren’t backing off. “We still have clients that are thinking about deals in concentrated sectors,” says Michael Boublik , chairman of Americas M&A at Morgan Stanley. “Those plans aren’t being mothballed.” To contact the reporter on this story: Zachary R. Mider in New York at mider1@bloomberg.net .
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Goldman Leads Slumping Merger Market as Buffett Deal Boosts Hopes for 2010
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