Wrestling for control

wrestleDespite objections, and a rival bid from PAI Partners, a group of three distressed debt investors proved successful in their aggressive bid to wrestle control of French roofing company Monier through a debt for equity swap.

The restructuring deal sees Monier’s 1.9 billion euro debt load halved in exchange for senior lenders taking full ownership of the firm.

Previous owner PAI had its fingers prised from a prized asset through a combination of its rivals’ tight focus and a collapse in Monier’s earnings, which helped propel lenders into the driving seat.

Now, encouraged by the Monier deal, distressed debt investors will be running the rule over other firms, seeking out more “loan to own” opportunities amongst Europe’s heavily indebted corporates.

Until recently, many private equity firms’ strategy for such companies has been to stick it out and hope the recovery will come before banks call time on their underwater loans.

But if lenders see greater recovery prospects through a change in ownership, private equity companies may have to take a pro-active strategy to defend their investments.

GM to sell assets to “newco,” future of “oldco” still uncertain

gmA U.S. federal judge has authrorized the sale of General Motors’ most profitable assets to a “new GM,” backed by the government, in a move seen as crucial for the automaker to exit bankruptcy protection.

The decision by Judge Robert Gerber of the U.S. bankruptcy court in Manhattan came after three days of hearings to address the 850 objections to the restructuring plan. In his 95-page opinion, Judge Gerber wrote that the sale would “prevent the death of the patient on the operating table.”

Under the terms of the revised deal, G.M. would sell its best assets, including the Chevrolet, Cadillac, Buick and GMC brands, to a new company owned largely by the American and Canadian governments and a health care trust for the United Automobile Workers union.

That still leaves the question of the “old GM,” which includes Opel, Vauxhall and Hummer. Just as people thought that GM’s plan to sell Opel and Vauxhall to Canadian auto supplier Magna International was a done deal, China’s Beijing Automotive Industry Holding made a concrete offer to buy both brands for $924 million. That leaves the future of Opel uncertain for now.

Also not a done deal: GM’s plan to sell Hummer to China’s Sichuan Tengzhong. The potential buyer is in talks with Chinese regulators to win approval for its acqusition, but there are no guarantees it will get the green light.

M&A: Carpe diem, says Towers Perrin

Quite how much the world changed after Lehman Brothers fell is still up for debate. Perhaps not as much as indicated by a new piece of research by Towers Perrin. This starts with a drawn-out parallel between the demise of Dick Fuld’s bank and the work of sixth-century monk Dionysius Exiguus, whose invention of the BC/AD system, Towers says, came to “define civilization”.

Still, once the long-dead monks are out of the way, the Towers Perrin / Cass research shows that for the select band of firms brave – and strong – enough to undertake M&A post-Lehman, the reward has been stock market out-performance. And it was even better for an elite band able to make more than one acquisition. As I wrote:

“Stock markets rewarded companies such as Johnson & Johnson (JNJ.N) and Cisco (CSCO.O) who were brave enough to make acquisitions in the months after Lehman Brothers’ collapse, a study released on Monday showed.

“Although firms who made purchases worth $100 million or more suffered an average 25.5 percent fall in their stock price, they outperformed the wider market by 6.3 percentage points, the Towers Perrin/Cass Business School research found.”

Read the full story here. Incidentally Towers and rival consultants Watson Wyatt have taken their own advice and are working on an all-stock merger. Wonder who they will tap for merger consulting?

Deals du Jour

Putting together new companies out of parts of old is a challenging task for dealmakers, particularly when the businesses concerned employ large numbers of workers.

The future shape of Germany’s auto industry remains uncertain, following the slow-mo breakdown of General Motors (GM.N) and the collapse of Porsche’s (PSHG_p.DE) bid to take over Volkswagen (VOWG.DE). Over the weekend the list of bidders for Porsche’s stake in Volkswagen grew, while a German newspaper on Monday reported the country’s economy minister saying the outcome of the bidding war for Opel was still up in air. For all the latest deals news from Reuters, click here.

Elsewhere, newspapers name a pair of European companies looking to offload businesses to support their financial position.

French water and environmental services company Veolia Environnement (VE.N) has puts its UK water arm up for sale to raise money to reduce its debt, the Sunday Times reported.

Meanwhile, India’s Oil and Natural Gas Corporation (ONGCF.PK) may join a number of Russian companies looking at buying a stake of at least 20 percent in Repsol’s (REP.N) Argentine unit YPF, Spanish business newspaper La Gaceta reported on Monday.