Diamonds in the rough

Diamond pictureSomewhere out there are ailing companies in need of a turnaround specialist. These experts — also known as company doctors — parachute into troubled businesses to turn their business around.

Funds, such as Oaktree Capital, HIG Capital and Apollo Management, specialise in buying up companies in distress (either through buying equity or debt) and turning them round.

And this should be a great time for these investors — banks are loaded with stakes in troubled companies and unwieldy corporates may want to spin off unwanted businesses.

But banks are not playing ball. They want to wait until the economy recovers and sale values rise. So few companies are up for sale. But the funds want bank sales of stakes to accelerate otherwise it might be too late to turn these companies around.

Private equity certainly has the appetite for new deals. As Reuters reported yesterday, the private equity industry — which may have up to $1 trillion in ‘dry powder’ — is looking to the next restructuring wave for opportunities.

“Sponsors want new proprietary deals to show their limited partners they are not just churning portfolios,” a top investment banker told the Reuters Restructuring Summit.

Ukraine’s Naftogaz leaves Eurobond holders with little choice

UKRAINE-RUSSIA/NAFTOGAZThe repayment date for Ukrainian state energy group Naftogaz’s $500 million Eurobond came and went on Wednesday, but all bondholders got was a coupon payment.

Talks to restructure the five-year bond have resulted in Naftogaz presenting its solution to the problem — swapping the old 8.125 percent bonds for new five-year ones which pay a slightly higher coupon of 9.5 percent and come with a government guarantee.

Given the way Naftogaz has approached its obligations to the Eurobond holders, it’s hard to see what comfort “an irrevocable and unconditional sovereign guarantee from the Government of Ukraine” will give them.

The reality though is that bondholders have little choice. Vote against the proposed exchange and they could end up with nothing at all — and a lengthy and expensive court battle on their hands.

Naftogaz knows this and its statement leaves little room for interpretation:

Naftogaz of Ukraine continues to believe that the best course for bondholders is to review the proposal and carefully consider the terms of the offer.

Bondholders have until Oct 8. to make up their minds on whether or not to accept the Naftogaz exchange. If they reject it and the deal is then accepted by a majority of fellow investors, they get stung with a penalty.

Not much of a choice really.

Bank of America’s Chalice: Poison or Red Bull?

For months, as he endured hearings on Capitol Hill and fought off a series of lawsuits, Bank of America CEO Ken Lewis trudged through a post-apocalyptic financial landscape against a steady drumbeat of questions about his future. The deal he had called “the strategic opportunity of a lifetime” — his purchase/salvage of Merrill Lynch — had swung from an act of patriotism, keeping the American way of banking from utter ruin, to a scandal over Merrill losses and bonuses.

Perhaps he should have seen the writing on the walls of the vacant houses financed by Countrywide, the mortgage lender Lewis purchased/salvaged just six months before the Merrill deal. The two transactions may have been strategic gems, but they were laced with political poison as the economy floundered toward its dramatic deleveraging and taxpayers pumped $20 billion into Bank of America to fund the Merrill deal.

“It was only a matter of time,” Campbell Harvey, a professor at Duke University’s business school, told Jon Stempel. “There is too much collateral damage.” As Stempel reports, Lewis spent north of $130 billion on acquisitions, including FleetBoston Financial Corp, the credit card issuer MBNA Corp, LaSalle Bank Corp, Countrywide, Charles Schwab Corp’s U.S. Trust private banking unit, and Merrill. In buying Merrill, he added a giant investment bank to what was already the largest U.S. retail bank, credit card issuer and mortgage provider. (Wells Fargo & Co has since become No. 1 in mortgages.)

Lewis plans to be gone by the end of the year and leaves no immediate successor, so Bank of America has only a few months to figure out who to anoint. Though his demise is a cautionary tale, odds are good that the bank’s worst days are behind it. An incoming chief can blame Lewis for any ill-conceived agreements surrounding Merrill. More importantly, with economic recovery apparently at hand, Lewis’ deals of a lifetime have a better chance than ever of paying off.

Deals du Jour

U.S. network equipment maker Cisco systems offers to buy Norwegian video-conferencing equipment maker Tandberg ASA for $3 billion in cash. The offer price of NOK 153.5 per share represents a premium of 11 percent to Tandberg’s closing price on Wednesday.

Sanofi-Aventis (SASY.PA) says it has acquired privately-held Fovea, a privately-held firm specialised in eye diseases, for up to 370 million euros.

For these stories and more deals-related news from Reuters, click here.

And here’s what we found in Thursday’s papers: 

* ViaSat Inc (VSAT.O), which provides satellite and other wireless networking systems, has agreed to buy Wild Blue Communications Inc for more than $565 million, the Wall Street Journal reports. The deal is a combination of $440 million in cash and $125 million in new Viasat shares. Wild Blue is owned by Liberty Media Corp (LINTA.O).

* British Airways (BAY.L) has a chance of finalising its proposed merger with Iberia (IBLA.MC) by the end of the year and is also keen to make an offer for BMI, BA Chief Executive Willie Walsh told the Financial Times.

 * Hershey Co (HSY.N) “remains stymied” in its ability to assemble a takeover offer for Cadbury Plc (CBRY.L), leaving Kraft Food Inc (KFT.N) as the sole bidder for the British confectioner, the Wall Street Journal reports.