35
A MERGERMARKET REPORT ON GLOBAL M&A ACTIVITY MONTHLY M&A INSIDER DECEMBER 2014

Monthly M&A Insider December 2014 - Amazon S3 · monthly m&a insider | december inside: global overview latin america north america asia-pacific europe middle east & africa about

Embed Size (px)

Citation preview

A MERGERMARKET REPORT ON GLOBAL M&A ACTIVITY

MONTHLY M&A INSIDERDECEMBER 2014

Monthly M&A Insider | December

INSIDE:

GLOBAL OVERVIEW

LATIN AMERICA

NORTH AMERICA

ASIA-PACIFIC

EUROPE

MIDDLE EAST & AFRICA

ABOUT MERRILL DATASITE & MERRILL CORPORATION

MERRILL CORPORATION CONTACTS

GLOBAL OVERVIEW

Monthly M&A Insider | December | 01

However, it is not North America but Europe that has the highest share of M&A deals among all regions with 5,266 transactions worth US$792bn, making up 37% of the global total of 14,092 deals. In comparison, North America’s share is less as the number of M&A deals in the region only reached 4,832, which is 34% of the total number of transactions across the globe.

Asia-Pacific has about 23% of the global market with a total of 3,143 deals, Latin America has 3% with 482 transactions and the Middle East and Africa has roughly 3% with 369 deals.

It is not surprising that the value of North American transactions superseded all others given that transformative deals were the hallmark of the region’s dealmaking activity throughout the year. November alone saw three of the month’s top five deals happening in the region – Actavis’ US$63bn acquisition of Allergan Inc, Halliburton Company’s US$38bn acquisition of Baker Hughes Inc and Laboratory Corporation of America Holdings’ approximately US$6bn buy of Covance.

Meanwhile, the active deal pipeline in Europe can probably be attributed to companies in the region slowly regaining their footing by seeking inorganic growth opportunities despite still-volatile global conditions that are now considered a matter of course.

Top deals

Two remarkable M&A deals happened in November that are worth taking a look at not only because of their size, but also due the circumstances surrounding these acquisitions.

In November, Actavis announced the purchase of Allergan in a cash-and-stock deal that effectively thwarted the seven month-long hostile takeover of the Botox maker by Valeant Pharmaceuticals and hedge fund manager Bill Ackman of Pershing Square Capital Management. The Actavis/Allergan merger will result in one of the top 10 biggest global drug manufacturers. As mentioned, this transaction also puts a stop to the rather acrimonious bid by Valeant and Ackman that involved Allergan suing them for breaking insider trading rules as well as a proxy battle by Ackman and Valeant where they wanted to replace Allergan board members.

In a deal that would create an oilfield services behemoth, the second biggest company in the industry Halliburton will be purchasing the third largest services firm Baker Hughes. Given the decrease in oil prices that have led to challenges for energy-related companies, experts predict that the Halliburton/Baker Hughes transaction might be the start of a slew of industry consolidations going forward. The purchase of Baker Hughes will provide Halliburton increased access to international markets such as Russia and Canada where Baker Hughes has more of a presence. It will also give the combined oil services firm an edge to compete with leading rival, Texas-based Schlumberger Inc.

As the M&A market comes very close to year-end, there are some regional trends that are noteworthy in terms of global dealmaking. A top highlight is North America’s dominance in terms of deal value in 2014. As of November 30, North American M&A deals have reached US$1.4tn, comprising 48% of the total value of global M&A deals that are worth roughly US$2.9tn.

Head of Research: Elias Latsis

Editor: Laura Resetar

For advertising opportunities contact: Erik Wickman Tel: + (1) 212 686 3329 [email protected]

Global Overview: Karen Sibayan and Dan Kim

Latin America: Fabio Lopes and Raquel Mozzer

North America: Nicole Corazza, Elizabeth Lim and Urna Chakraborty

Asia-Pacific: Brandon Taylor and Chris Wong

Europe: Andrea Putaturo and Sabzina Oshikova

Middle East & Africa: Kirsty Wilson

TREND GRAPHS

GLOBAL OVERVIEW Monthly M&A Insider | December | 02

GLOBAL M&A QUARTERLY TREND GLOBAL M&A QUARTERLY PRIVATE EQUITY TREND

GLOBAL M&A ANNUAL TREND GLOBAL M&A ANNUAL PRIVATE EQUITY TREND

Num

ber of deals

0

100

200

300

400

500

600

700

800

900

YTD 2014*201320122011201020092008

Valu

e (U

S$bn

)

Buyout value Exit value Buyout volume Exit volume

0

500

1,000

1,500

2,000

2,500

3,000

3,500

Num

ber of deals

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

YTD 2014*201320122011201020092008

Total value Mid-market value Total volume Mid-market volume

Valu

e (U

S$bn

)

0

2,000

4,000

6,000

8,000

10,000

12,000

14,000

16,000

18,000

Valu

e (U

S$bn

)

Num

ber of deals

0

200

400

600

800

1,000

1,200

1,400

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Total value Mid-market value Total volume Mid-market volume

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

Valu

e (U

S$bn

)

Num

ber of deals

0

50

100

150

200

250

300

350

400

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Buyout value Exit value Buyout volume Exit volume

0

100

200

300

400

500

600

700

800

900

GLOBAL OVERVIEW Monthly M&A Insider | December | 03

TREND GRAPHS

GLOBAL M&A GEOGRAPHIC BREAKDOWN YTD 2014

VALUE VOLUME

GLOBAL M&A SECTOR BREAKDOWN YTD 2014

VALUE VOLUME

12.1%

18.8%

12.1%

12.0%

8.0%

4.3%

7.5%

10.3%

3.2%3.4%

3.9%

1.2% 1.1%

0.1%2.0%

Industrials & Chemicals

Consumer

Technology

Business Services

Energy, Mining & Utilities

Financial Services

Pharma, Medical & Biotech

Leisure

Media

Construction

Transportation

Real Estate

Telecommunications

Agriculture

Defence

10.6%

6.8%

11.5%

5.5%

19.9%6.8%

12.3%

3.2%

4.3%

9.8%

0.7%0.1%

3.0%

3.0%

2.5%

Industrials & Chemicals

Consumer

Technology

Business Services

Energy, Mining & Utilities

Financial Services

Pharma, Medical & Biotech

Leisure

Media

Construction

Transportation

Real Estate

Telecommunications

Agriculture

Defence

48.1%

27.3%

18.4%

4.4%

1.8%

North America

Europe

Asia-Pacific

Central & South America

Middle East & Africa

34.3%

37.4%

22.3%

3.4%

2.6%

North America

Europe

Asia-Pacific

Central & South America

Middle East & Africa

GLOBAL OVERVIEW Monthly M&A Insider | December | 04

TREND GRAPHS

GLOBAL M&A DEAL SIZE BREAKDOWN YTD 2014

VALUE VOLUME

Return to contents

80

82

84

86

88

90

92

94

96

98

100

YTD 2014*201320122011201020092008

Perc

enta

ge

90.1% 90.9%89.3% 89.0% 89.2%

0.9% 1.0% 1.1% 1.0% 1.0%

4.6% 3.9%

4.5% 4.8% 4.7%

3.8% 3.7%4.7% 4.7% 4.7%

0.6% 0.6%0.4% 0.5%0.5% 0.4% 0.4%

89.8%

1.0%

4.3%

4.5%

88.3%

1.2%

5.1%

4.8%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

41.9% 40.5%

27.3% 29.9% 29.2%

8.9% 7.9% 9.8% 10.1% 9.8%

15.2% 16.5%

20.3% 19.0% 19.4%

19.4% 20.4%27.4% 26.2% 27.5%

14.6% 14.7% 15.2% 14.8% 14.1%

38.6%

8.7%

18.3%

22.1%

12.3%

28.0%

9.9%

19.0%

28.0%

15.1%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

Be our guest in the premier virtual data roomMerrill DataSite is committed to 100% customer satisfaction. Our dedicated global team is available to provide VIP treatment 24/7/365 and collectively speaks 14 different languages, so whether you need a question answered, documents uploaded or additional viewers added - we are here to help. We have a commitment to providing the most secure, convenient, easy and customised experience.

Check-in to check-out a demonstration of our VDR solution, call +44 (0) 845 602 6916, email us at [email protected], or visit www.datasite.com today.

#MerrillDataSite #GETAvirtualdataROOM

Upgrade your dealwith a world class,five star virtual dataroom experience.

#GETAvirtualdataROOM

Get a room_Artwork_A4..indd 1 24/07/2014 12:05

A MERGERMARKET M&A REPORT ON

LATIN AMERICA

Monthly M&A Insider | December | 06

The sector with the highest value in deals YTD is Energy, Mining & Utilities with 90 deals valued at US$49.2bn. Telecommunications came second with only 15 deals worth US$20.8bn, followed by Financial Services with 38 deals worth US$12.9bn.

The deal of the month was in the Financial Services sector with Cielo SA agreeing to form a joint venture valued at R$11.6bn (US$4.5bn) with Banco do Brasil SA to manage their debit and credit-card transactions. Cielo, a listed Brazil-based company headquartered in Barueri, is the largest company engaged in providing retail electronic payments network services in Brazil, it also offers innovative solutions in complementary segments, and capturing, transmission, processing and settlement services involving credit and debit cards transactions. Banco do Brasil is a listed Brazil-based commercial bank headquartered in Brasilia, controlled by the Brazilian government; it is the largest Brazilian and Latin American bank by assets, and the third by market value.

Cielo will pay a consideration of R$8.1bn (US$3.12bn) for a 70% stake in the credit card business within Ourocard Payment Arrangement (Arranjo Ourocard) of Banco do Brasil, to be financed through the issue of bonds (debentures) in the Brazilian market and a reduction in shareholder dividends. The remaining 30% stake will be held by Banco do Brasil. The transaction is in line with Cielo’s strategy to diversify in the card payment market. In April, Banco Santander agreed to pay R$1.1bn (US$494m) to acquire Getnet Tecnologia em Captura e Processamento de Transacoes H.U.A.H. SA.

In this transaction, Cielo was advised by Banco Bradesco BBI, Deutsche Bank, JP Morgan, Barbosa Mussnish & Aragão and Lefosse Advogados. Banco do Brasil was advised by Banco BTG Pactual, BB Banco de Investimento SA, Rothschild and Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados; BNP Paribas rendered a fairness opinion.

Brazil, Mexico and Chile are still the most active countries in the region. YTD Brazil has 253 deals announced valued at US$48.7bn, Chile has 41 deals worth US$31.1bn, and Mexico has 67 deals worth US$20.1bn.

Even with the World Cup, political uncertainty, an oil crisis and corruption scandals, foreign investors have continued to make high investments in Latin America this year. There were 264 deals worth US$46.7bn where both bidder and target were Latin American-based companies, while there were 227 deals worth US$77.8bn with foreign-based bidders and LatAm targets in YTD. The same scenario can be found during the same period in 2013, when 342 deals worth US$44.9bn had bidder and target in LatAm, while 244 deals worth US$31.6bn were LatAm targets with foreign investors. In 2012, there were 345 deals worth US$47.2bn with a LatAm bidder and target, while there were 277 deals worth US$58.5bn with foreign investors. While in 2014 foreign investors were involved in 18% fewer transactions than in 2013, the total deal value increased by 33%, which can only mean the Latin American market is becoming more valuable in the world’s view.

Overall, 2014 has seen an increase in the deal value of transactions. In the year-to-date (YTD) there were 475 deals announced worth US$123.7bn, while 2013 saw 660 deals worth US$88.3bn. Thus, even with a decrease of 28% in the number of announced deals, there was a 40% rise in the total deal value.

Monthly M&A Insider | December | 07

TOP DEALS

LATIN AMERICA

TOP 10 LATIN AMERICAN ANNOUNCED DEALS OF THE MONTH (NOV-14)Announced Bidder company Target company Target dominant

sectorSeller company Exit multiples (x) Bid premia

1-day before

Deal value

(US$m) Revenue EBITDA P/E

19-Nov-14 Cielo SA Banco do Brasil SA (Credit and Debit cards operations within Arranjo Ourocard) (70% stake)

Financial Services Banco do Brasil SA - - - - 3,117

07-Nov-14 AT&T Inc Grupo Iusacell TMT Grupo Salinas - - - - 2,500

20-Nov-14 Brookfield Renewable Energy Partners LP

Energisa SA (488 MW multi-technology renewable portfolio)

Energy, Mining & Utilities

Energisa SA - - - - 935

27-Nov-14 Grupo Nutresa SA Hamburguesas El Corral Leisure - - - - - 392

06-Nov-14 Mitsui & Co Ltd Odebrecht Transport Participacoes SA (Railway Assets) (40% stake)

Construction Odebrecht Transport Participacoes SA

- - - - 200

20-Nov-14 JBS Aves Ltda Grupo Big Frango Consumer - 0.4 - - - 166

27-Nov-14 Grana y Montero SAA Morelco SA (70% stake) Construction - - - - - 78

03-Nov-14 Univar Brasil Ltda D'Altomare Quimica Ltda Business Services - - - - - 43

28-Nov-14 Sistema Educacional Brasileiro SA

Colegio GEO; Centro de Ensino Candanguinho; and Escola do Amanha

Business Services - - - - - 40

12-Nov-14 Watt's Alimentos SA Agricola Frutos del Maipo Limitada Consumer - 0.6 - - - 39

Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Latin America Data correct as of 05-Dec-14

Source: Mergermarket

TREND GRAPHS

LATIN AMERICA Monthly M&A Insider | December | 08

LATIN AMERICAN M&A QUARTERLY TREND

LATIN AMERICAN M&A ANNUAL TREND

LATIN AMERICAN M&A QUARTERLY PRIVATE EQUITY TREND

LATIN AMERICAN M&A ANNUAL PRIVATE EQUITY TREND

Num

ber of deals

0

20

40

60

80

100

120

140

160

180

YTD 2014*201320122011201020092008

Total value Mid-market value Total volume Mid-market volume

Valu

e (U

S$bn

)

0

100

200

300

400

500

600

700

800

Num

ber of deals

0

2,000

4,000

6,000

8,000

10,000

12,000

YTD 2014*201320122011201020092008

Valu

e (U

S$m

)

Buyout value Exit value Buyout volume Exit volume

0

10

20

30

40

50

60

70

Valu

e (U

S$m

)

Num

ber of deals

0

500

1,000

1,500

2,000

2,500

3,000

3,500

4,000

4,500

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Buyout value Exit value Buyout volume Exit volume

0

5

10

15

20

25

30

Valu

e (U

S$bn

)

Num

ber of deals

0

10

20

30

40

50

60

70

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Total value Mid-market value Total volume Mid-market volume

0

50

100

150

200

250

LATIN AMERICAN M&A SECTOR BREAKDOWN YTD 2014

VALUE VOLUME

LATIN AMERICA Monthly M&A Insider | December | 09

TREND GRAPHS

VALUE

LATIN AMERICAN M&A GEOGRAPHIC BREAKDOWN YTD 2014

VOLUME

13.7%

14.9%

18.9%3.4%

4.4%

4.6%

8.0%

11.8%

6.7%

3.2%3.2%

4.0%

1.3%1.9%

Energy, Mining & Utilities

Consumer

Industrials & Chemicals

Business Services

Financial Services

Technology

Leisure

Pharma, Medical & Biotech

Media

Transportation

Telecommunications

Agriculture

Construction

Real Estate

1.4%

0.8%1.0%

0.8%

6.4%

16.8%

0.2%3.6%

4.5%

10.5%

3.0%5.7%

39.9%

5.4%

Energy, Mining & Utilities

Consumer

Industrials & Chemicals

Business Services

Financial Services

Technology

Leisure

Pharma, Medical & Biotech

Media

Transportation

Telecommunications

Agriculture

Construction

Real Estate

0.2%

8.4%

52.7%

6.3%

5.3%

13.7%

0.8%0.8%

0.6%

8.4%

0.2%

0.2%0.4%

0.6%

0.8%0.6%

Brazil

Chile

Colombia

Costa Rica

Domincan Republic

Ecuador

El Salvador

Guatemala

Honduras

Mexico

Panama

Peru

Uruguay

Venezuala

Argentina

Bolivia

5.3%0.2%0.2%

39.4%

24.7%

0.5%

0.7% 3.5%

8.5%0.5%

16.3%

0.2%

Brazil

Chile

Colombia

Costa Rica

Ecuador

Mexico

Panama

Peru

Uruguay

Venezuala

Argentina

Bolivia

LATIN AMERICAN M&A DEAL SIZE BREAKDOWN YTD 2014

VALUE VOLUME

Return to contentsLATIN AMERICA Monthly M&A Insider | December | 10

TREND GRAPHS

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

88.2% 85.8% 86.5% 86.7%

4.8% 6.8% 8.0%6.1% 5.7%

5.2%5.3%

6.6%5.5% 6.6%

1.2% 1.8% 2.0% 1.1% 0.7%0.6% 0.3% 1.2% 1.1%0.9%0.8% 0.3%

86.4%

5.9%

6.8%2.1%

83.3%

5.9%

7.6%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

82.2%

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

30.3%

9.2%

39.2%28.6%

21.8%

9.9% 10.1%

7.5%

9.6%

10.3%13.8%

25.1%36.6%

24.7%

28.5%

33.4%

20.1%

29.3%

19.0%

18.2%

14.3%

14.6% 14.8% 14.4% 16.7%

16.2%

45.4%

17.2%

21.2%8.4%

23.3%

32.6%

25.6%

10.1%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

Monthly M&A Insider | December | 11

A MERGERMARKET M&A REPORT ON

NORTH AMERICA

The top deal for the month was Actavis’ US$63.1bn acquisition of Allergan as the white knight defending Allergan from Valeant Pharmaceuticals’ hostile bid in the Pharma, Medical & Biotech sector. Allergan, most notably the owner of Botox, initially attempted to discredit Valeant’s business model in an effort to stave off the takeover, casting doubt on the company’s performance, and tried rushing a deal with Salix to stop approaches from Valeant; however, the deal never worked out due to Salix’s accounting issues.

The US$219-a-share cash-and-stock offer from Actavis is a tax inversion and means fewer cuts to research and development for Allergan – US$400m compared to Valeant’s US$900m – and also surpasses the US$185-a-share offered by Valeant. This month brought the Pharma, Medical & Biotech sector to US$220.3bn YTD with 448 deals, representing a 15.8% market share by value and a 9.3% share by volume, the second highest value sector behind Energy, Mining & Utilities.

Meanwhile in the Energy, Mining & Utilities sector, Halliburton Company’s US$38bn acquisition of Baker Hughes Incorporated was the second highest deal for the month of November, as an effort to compete with industry leader Schlumberger. However, the market reaction to the deal has been very mixed, with critics

citing numerous reasons that the deal may not work out in the long run, among which are worldwide antitrust concerns as both companies have been fined by the Department of Justice and the Securities and Exchange Commission for violating the Foreign Corrupt Practices Act, a drop in stock prices post-announcement for both companies indicating concerned investors, and the combined entity having to play catch up in order to compete globally with Schlumberger despite gains in the Americas due to Halliburton’s already well-established presence domestically.

Still others maintain that while short-term returns will not be as evident, Halliburton should profit over the long run by expanding its portfolio of products and services while growing its geographic reach alongside cost synergies. Reportedly the combined entity would hold 36% of the pressure pumping market, 48% of the completions equipment and services market and 49% of the market for cementing services. The Energy, Mining & Utilities sector is still holding on to the top spot by value with 628 deals announced YTD collectively valued at US$343.5bn, almost a quarter of market share by value and 13% by volume. The sector will most likely continue to see more deals and consolidations due to constant oil prices signaling an increasingly stable domestic economy.

North American M&A value two months into the fourth quarter finished with a total of 701 deals worth US$248.7bn, a large increase from last month due mostly to two megadeals in the month of November. Buyouts for the quarter so far amounted to US$16.7bn with 123 deals announced while there were 137 exits collectively worth US$25bn. Interestingly enough, the Telecommunications sector had the highest average deal size at a whopping US$4.3bn, with only 37 deals announced in the year-to-date (YTD).

Monthly M&A Insider | December | 12

TOP DEALS

NORTH AMERICA

TOP 10 NORTH AMERICAN ANNOUNCED DEALS OF THE MONTH (NOV-14)Announced Bidder company Target company Target dominant

sectorSeller company Exit multiples (x) Bid premia

1-day before

Deal value

(US$m) Revenue EBITDA P/E

17-Nov-14 Actavis plc Allergan Inc Pharma, Medical & Biotech

- 10.0 30.6 52.1 10.2% 63,143

17-Nov-14 Halliburton Company Baker Hughes Incorporated

Energy, Mining & Utilities

- 1.7 10.4 31.8 31.3% 38,000

03-Nov-14 Laboratory Corporation of America Holdings

Covance Inc Pharma, Medical & Biotech

- 2.3 16.2 33.4 31.6% 5,584

03-Nov-14 Publicis Groupe SA Sapient Corporation Business Services

- 2.5 20.2 46.3 44.3% 3,239

13-Nov-14 Berkshire Hathaway Inc Duracell International Inc Industrials & Chemicals

Procter & Gamble Company - 4.5 - - 3,000

12-Nov-14 BB&T Corporation Susquehanna Bancshares Inc

Financial Services

- - - 14.9 38.9% 2,492

20-Nov-14 Bohai Leasing Co Ltd Cronos Ltd (80% stake) Transportation A group of investors led by Kelso & Company

6.0 10.3 11.6 - 2,393

17-Nov-14 SunEdison Inc; and TerraForm Power Inc

First Wind Holdings Inc Energy, Mining & Utilities

- - - - - 1,900

19-Nov-14 Colony Financial Inc Cobalt Capital Partners Financial Services

- - - - - 1,600

07-Nov-14 Advent International Corporation; and Avista Capital Partners LP

Kremers Urban Pharmaceuticals Inc

Pharma, Medical & Biotech

UCB SA - - - - 1,525

Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being North America (US + Canada) Data correct as of 05-Dec-14

Source: Mergermarket

TREND GRAPHS

NORTH AMERICA Monthly M&A Insider | December | 13

NORTH AMERICAN M&A QUARTERLY TREND

NORTH AMERICAN M&A ANNUAL TREND

NORTH AMERICAN M&A QUARTERLY PRIVATE EQUITY TREND

NORTH AMERICAN M&A ANNUAL PRIVATE EQUITY TREND

Valu

e (U

S$bn

)

Num

ber of deals

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

YTD 2014*201320122011201020092008

Total value Mid-market value Total volume Mid-market volume

0

1,000

2,000

3,000

4,000

5,000

6,000

Valu

e (U

S$bn

)

Num

ber of deals

0

50

100

150

200

250

300

350

400

450

500

YTD 2014*201320122011201020092008

Buyout value Exit value Buyout volume Exit volume

0

200

400

600

800

1,000

1,200

Valu

e (U

S$bn

)

Num

ber of deals

0

50

100

150

200

250

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Buyout value Exit value Buyout volume Exit volume

0

50

100

150

200

250

300

350

Valu

e (U

S$bn

)

Num

ber of deals

0

100

200

300

400

500

600

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Total value Mid-market value Total volume Mid-market volume

0

200

400

600

800

1,000

1,200

1,400

1,600

Monthly M&A Insider | December | 14NORTH AMERICA

NORTH AMERICAN M&A SECTOR BREAKDOWN YTD 2014

VALUE VOLUME

NORTH AMERICAN M&A DEAL SIZE BREAKDOWN YTD 2014

VALUE VOLUME

TREND GRAPHS

Return to contents

75

80

85

90

95

100

YTD 2014*201320122011201020092008

Perc

enta

ge

90.6% 91.1%

87.6% 87.6% 87.2%

0.9% 1.0% 1.1% 1.4% 1.4%

4.1% 3.8%

5.2% 5.4%5.0%

3.7% 3.4%5.5% 4.9% 5.9%

0.7% 0.7% 0.6% 0.6%0.5%

86.4%

1.6%1.0%

5.4%

5.6%

0.7%

88.5%

1.1%

4.5%

5.3%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

49.0%58.6%

31.8%37.1%

32.1%

7.3%5.5%

9.8% 9.0% 8.2%

17.4%

13.2%

27.6%20.8% 27.4%

13.9%

13.3%

17.9%

21.0%21.2%

12.4% 9.4% 12.9% 12.1% 11.1%

41.5%

7.4%

24.2%

15.9%

49.2%

16.2%

8.6%

6.7%

19.3%

11.0%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

16.8%

15.2%

13.0%

12.9%

9.3%

9.3%

8.8%

4.1%

2.9%

2.0%

0.8%1.0% 0.6%

0.2%

3.1% Industrials & Chemicals

Technology

Energy, Mining & Utilities

Business Services

Consumer

Pharma, Medical & Biotech

Financial Services

Media

Leisure

Construction

Transportation

Real Estate

Telecommunications

Agriculture

Defence

9.8%

8.0%

24.6%

5.7%10.5%

15.8%

4.8%

0.7%

2.5%1.0%

1.9%3.2%

11.5%Industrials & Chemicals

Technology

Energy, Mining & Utilities

Business Services

Consumer

Pharma, Medical & Biotech

Financial Services

Media

Leisure

Construction

Transportation

Real Estate

Telecommunications

Monthly M&A Insider | December | 15

A MERGERMARKET M&A REPORT ON

ASIA-PACIFIC

Asia-Pacific M&A activity for the month of November saw the completion of 264 deals worth US$47.7bn, an increase over October figures at 225 deals valued at US$28.5bn. Perhaps more importantly, November’s total deal activity for year-to-date (YTD) 2014 – 3,143 worth US$533bn – has surpassed that for all of last year (2013), which had 3,105 transactions worth US$456.6bn.

China-Australia FTA

China and Australia on November 17 signed a declaration of intent toward a free trade agreement. While the China-Australia Free Trade Agreement is expected to have broad effects on deal flow between the two countries, M&A activity in agriculture and infrastructure in particular stand to benefit from the accord, government sources, bankers and lawyers said in a recent Mergermarket intelligence report.

While every investment by a Chinese state-owned enterprise (SOE) will still be scrutinised by Australia’s Foreign Investment Review Board (FIRB), the agreement lifts the FIRB threshold for investments by private Chinese investors in non-sensitive sectors to AU$1.078bn from AU$248m. This is in line with FTAs signed this year with Japan and Korea that match the levels faced by US and New Zealand.

Sources within the Australian government said the FTA fosters greater confidence in China and boosts trade, precursors to increased M&A. M&A advisory services can also now be executed more efficiently, with Australian legal firms and financial service providers having greater and unprecedented access to operate in China.

Australia privatisationsA number of privatisations are in the works in Australia as state governments prepare to put power and electric assets up for sale. According to Mergermarket intelligence, advisers for the Queensland, Australia government held informal discussions with Asian investors in Hong Kong earlier this month. Discussions surrounded the sale of the state’s transmission assets. The sale of its electricity grid is expected to come to market before similar opportunities in New South Wales (NSW). Both states will put one transmission and two distribution network businesses up for sale in 2015.

These deals hinge on the governments being returned to power at state elections in the first half of the year. NSW and Queensland are both due to call elections in March next year. Transmission business Powerlink was mentioned as the first of the electricity grid assets to be sold.

Oil and gas investment

M&A in Asia-Pacific’s Energy, Mining, & Utilities sector saw the heaviest investment in November, accounting for 19% of deal value at US$9bn. YTD 2014, the sector has seen 320 deals worth US$82.2bn, the largest by deal value, come to market.

In the energy space, the region’s oil and gas sector is set to see a surge of interest from financial investors, with deals driven by increased energy needs in Southeast Asia and the retreat of traditional funding partners, such as the oil majors and independent oil companies, according to a Mergermarket intelligence report.

Private equity (PE) investment in the region’s energy assets hit highs of close to US$12bn in 2007 but sank to all-time lows of US$ 471m in 2012, according to Mergermarket data. However, last year saw nine deals worth US$1.1bn and the first 10 months of 2014 has seen seven oil-related deals valued at a combined US$846m involving purely financial buyers. While the numbers are still relatively low, this is expected to change and financial investors are showing interest in the sector and region.

TOP DEALS

Monthly M&A Insider | December | 16ASIA-PACIFIC

TOP 10 ASIA-PACIFIC ANNOUNCED DEALS OF THE MONTH (NOV-14)Announced Bidder company Target company Target dominant

sectorSeller company Exit multiples (x) Bid premia

1-day before

Deal value

(US$m)Revenue EBITDA P/E

22-Nov-14 Bestv New Media Co Ltd

Shanghai Oriental Pearl (Group) Co Ltd Media - 9.36 28.52 51.62 -4.0% 5,524

18-Nov-14 Sinotex Investment & Development Co Ltd

Essence Securities Co Ltd Financial Services

An investor group led by State Development & Investment Corporation

5.70 - 37.05 - 2,917

06-Nov-14 EQT Partners AB; and Santo Holding AG

Siemens Audiology Solutions Pharma, Medical & Biotech

Siemens AG 3.10 14.83 - - 2,681

20-Nov-14 Kotak Mahindra Bank Limited

ING Vysya Bank Ltd Financial Services

- n/a n/a 23.29 10.4% 2,570

22-Nov-14 An investor group led by Shanghai Media & Entertainment Group

Bestv New Media Co Ltd (11.69% stake) Media - 6.12 n/a 52.39 n/a 1,628

16-Nov-14 JSW Energy Limited Himachal Baspa Power Company Limited

Energy, Mining & Utilities

Jaiprakash Power Ventures Limited

6.21 - - - 1,571

12-Nov-14 Consortium for United Envirotech Ltd

United Envirotech Ltd Energy, Mining & Utilities

- 8.40 30.87 69.94 8.8% 1,352

22-Nov-14 Bestv New Media Co Ltd

Shanghai Dongfang CJ Business Co Ltd (84.16% stake); SMG Pictures Co Ltd; Shanghai Wuan Media Co Ltd; and Shanghai Wenguang Hudong TV Co Ltd (68.07% stake)

Media An investor group led by Shanghai Media & Entertainment Group

- - - - 1,248

20-Nov-14 JBS Australia Pty Limited

P&M Quality Smallgoods Pty Ltd Consumer Affinity Equity Partners; and Lederer family

- - - - 1,248

26-Nov-14 Wuhan Kaidi Electric Power Co Ltd

Sunshine Kaidi New Energy Group Co Ltd (biomass plant assets); Zhongying Changjiang International New Energy Investment Co Ltd (wind power assets); Sichuan Kaidi Hydropower Development Investment Co Ltd (87.5% stake); Zhongying Changjiang International New Energy Investment Co Ltd (hydroelectric power assets); Zhongying Changjiang International New Energy Investment Co Ltd (forest land assets); and Sunshine Kaidi New Energy Group Co Ltd (forest land assets)

Energy, Mining & Utilities

An investor group led by Sunshine Kaidi New Energy Group Co Ltd

- - - - 1,116

n/a=not applicable Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Asia-Pacific Data correct as of 05-Dec-14

Source: Mergermarket

TREND GRAPHS

Monthly M&A Insider | December | 17

ASIA-PACIFIC M&A QUARTERLY TREND

ASIA-PACIFIC M&A ANNUAL TREND

ASIA-PACIFIC M&A QUARTERLY PRIVATE EQUITY TREND

ASIA-PACIFIC M&A ANNUAL PRIVATE EQUITY TREND

Valu

e (U

S$bn

)

Num

ber of deals

0

20

40

60

80

100

120

140

160

180

200

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Total value Mid-market value Total volume Mid-market volume

0

100

200

300

400

500

600

700

800

900

1,000

Valu

e (U

S$bn

)

Num

ber of deals

0

100

200

300

400

500

600

YTD 2014*201320122011201020092008

Total value Mid-market value Total volume Mid-market volume

0

500

1,000

1,500

2,000

2,500

3,000

3,500

Valu

e (U

S$bn

)

Num

ber of deals

0

10

20

30

40

50

60

70

80

90

YTD 2014*201320122011201020092008

Buyout value Exit value Buyout volume Exit volume

0

50

100

150

200

250

300

350

Valu

e (U

S$bn

)

Num

ber of deals

0

5

10

15

20

25

30

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

0

20

40

60

80

100

120

0

20

40

60

80

100

120

Buyout value Exit value Buyout volume Exit volume

ASIA-PACIFIC

ASIA-PACIFIC M&A SECTOR BREAKDOWN YTD 2014

ASIA-PACIFIC M&A GEOGRAPHIC BREAKDOWN YTD 2014

VALUE VOLUME

VALUE VOLUME

Monthly M&A Insider | December | 18ASIA-PACIFIC

TREND GRAPHS

Industrials & Chemicals

Technology

Consumer

Energy, Mining & Utilities

Business Services

Financial Services

Pharma, Medical & Biotech

Leisure

Transportation

Media

Construction

Real Estate

Agriculture

Telecommunications

Defence

Other

8.6%

11.7%

9.5%

15.3%

5.6%10.0%

4.2%

4.5%

2.9%

7.6%

1.9%

6.5%

0.8%

2.3%

0.5%

8.1%

12.8%

20.2%

11.2%

10.2%

9.3%

7.1%

6.5%

5.6%

4.1%

3.9%

3.2%3.3%

1.6%

0.7% 0.1%

0.2%

Industrials & Chemicals

Technology

Consumer

Energy, Mining & Utilities

Business Services

Financial Services

Pharma, Medical & Biotech

Leisure

Transportation

Media

Construction

Real Estate

Agriculture

Telecommunications

Defence

Other

46.8%

11.9%

10.6%

6.3%

5.5%

5.6%

2.2%

4.4%

1.1%1.1%

4.5%China

South Korea

Australia

Hong Kong

India

Japan

Singapore

Malaysia

Papua New Guinea

Taiwan

Other

38.1%

8.4%13.6%

4.1%

10.8%

8.0%

2.8%

3.8%

0.2%1.1%

9.1%China

South Korea

Australia

Hong Kong

India

Japan

Singapore

Malaysia

Papua New Guinea

Taiwan

Other

Monthly M&A Insider | December | 19ASIA-PACIFIC

ASIA-PACIFIC M&A DEAL SIZE BREAKDOWN YTD 2014

VALUE VOLUME

TREND GRAPHS

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

13.5%

34.6%

13.3%

15.2%

23.4%

13.4%

25.6%

21.6%

16.8%

22.6%

29.4%19.9%

13.5%23.9% 20.6%

12.0% 11.2% 11.3% 12.1% 12.3%

22.3%30.3% 26.6% 29.9% 28.6%

15.8%

17.0% 26.6%13.6% 16.6%

20.5% 22.0% 20.5% 21.9%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

21.6%

75

80

85

90

95

100

YTD 2014*201320122011201020092008

Perc

enta

ge

88.5%

0.9%

5.7%

4.5%

0.4% 0.3%0.4%

87.9% 88.7% 87.6% 88.5%

1.0% 1.4% 0.8% 0.9%

5.3%5.2%

5.9%5.6%

5.4% 4.4% 5.3% 4.7%

0.4% 0.3% 0.3%0.3%

88.0%

5.6%

0.7%

5.4%

87.5%

6.4%

0.9%

4.9%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

Return to contents

Monthly M&A Insider | December | 20

A MERGERMARKET M&A REPORT ON

EUROPE

So far in 2014, a total of 146 deals above the US$1bn mark were announced, 13 of which were done in November. At US$12.3bn, General Electric’s acquisition of the thermal & renewable power and grid business of Alstom was the largest deal of the month and the sixth-largest so far this year. It was also the biggest transaction in the Energy, Mining & Utilities sector YTD. The agreement, which is scheduled to be completed in the first half of 2015, was given the green light by France’s Ministry of Economy on November 5. The complexity of the final deal arrangement set up by General Electric reflects the concerns raised by the French Government on having a listed national champion falling into foreign hands. General Electric and Alstom will establish three fifty-fifty joint ventures in the grid, renewables, and nuclear segments. The French State will hold a 20% stake in Alstom.

The other large deal announced in November was Terra Peregrin’s tender offer for Portugal Telecom SGPS at US$7.6bn. Terra Peregrin is owned by Isabel dos Santos, the daughter of the President of Angola. Whether the bid turns out be successful remains to be seen, with news articles picked up by Mergermarket reporting that the bidder is considering withdrawing the offer in the face of opposition by the target’s main shareholders. On December 10 Portugal Telecoms’ Board of Directors (BoD) said that the €1.35 a share bid is too low and should be priced at a minimum €1.50, plus amendments to other conditions in the offer. The BoD does not however consider the bid as hostile.

With two megadeals (>US$10bn) bagged so far this year and several transactions above one billion, the Pharmaceutical, Medical & Biotech sector came in on top by value, with US$110.4bn-worth of deals signed by the end of November, accounting for a 13.8% market share. At US$45bn, Medtronic’s bid for Ireland-based Covidien in June was still the biggest transaction on record in 2014, after US-based AbbVie dropped its US$54.4bn bid for Irish pharmaceutical company Shire following the US administration’s crackdown on tax inversion arrangements.

The Consumer sector came in second place (US$95.5bn and an 11.9% market share), followed by Energy, Mining & Utilities (US$93.7bn; 11.7%) and Telecommunications (US$87.2bn; 10.9%). In terms of deal count, the Industrials & Chemicals sector was the most active for the year so far (1,088 transactions announced), with Consumer and Business Services in second (796) and third (709) positions respectively. Although it was the highest sector by value, Pharma was only seventh by volume, pointing again to the presence of a few large high value transactions propping up the total.

France, the United Kingdom and Germany were the most attractive countries for the year so far. France signed US$158.2bn-worth of deals (19.8% market share), the UK signed US$127.8bn (16%), and Germany signed US$73.9bn (9.2%). Combined together, these three countries accounted for 45% of total activity in 2014.

On the PE front, buyout’s deal flow mirrors the overall trend: the total for the year so far (US$116.8m) was already above the total for the whole of any year since 2008, when it stood at US$130.9m. As for PE exits, US$151.2m-worth of deals was agreed, which is the highest value since 2007 and likely to be by year-end the second-best since 2004.

With only one month to go, 2014 is on course to be the best year for M&A activity in Europe post-2008. A total of US$800.5bn worth of deals was signed up to the end of November year-to-date (YTD), a 37.7% increase on the same period last year (US$581.3bn) and above any year since 2008, when it stood at US$965.1bn. As a further sign of the upbeat mood, the total for the year so far was also higher than the total for the whole of 2013 (US$640.3bn). Deal count, on the other hand, stayed almost the same with a total of 5,351 transactions (YTD 2014) compared to 5,219 in YTD 2013 – a modest 2.53% increase. Narrowing it down to a single month, November 2014 was 30.87% up on November 2013 in terms of value (US$74.2bn vs. US$56.7bn), but markedly down on deal count – 361 vs. 499, a 27.7% drop.

TOP DEALS

Monthly M&A Insider | December | 21EUROPE

TOP 10 EUROPEAN ANNOUNCED DEALS OF THE MONTH (NOV-14)Announced Bidder company Target company Target dominant

sectorSeller company Exit multiples (x) Bid premia

1-day before

Deal value

(US$m)Revenue EBITDA P/E

05-Nov-14 General Electric Company Alstom SA (Thermal Power, Renewable Power and Grid business)

Energy, Mining & Utilities

Alstom SA 0.7 - - - 12,327

09-Nov-14 Terra Peregrin – Participacoes SGPS SA

Portugal Telecom SGPS SA Telecommunications - 2.1 5.2 3.7 10.9% 7,594

24-Nov-14 Onex Corporation SIG Combibloc Group AG Industrials & Chemicals

Reynolds Group Holdings Limited

2.2 8.6 - - 4,658

06-Nov-14 Perrigo Company plc Omega Pharma Belgium NV Pharma, Medical & Biotech

Omega Pharma Invest NV 2.8 - - - 4,490

06-Nov-14 Public Sector Pension Investment Board; Arcus Infrastructure Partners LLP; Brookfield Infrastructure Partners LP; and APG Group NV

TDF SAS Media Charterhouse Capital Partners LLP; TPG Capital LP; Ardian; and BPI France SA

- 9.5 - - 4,440

12-Nov-14 The Federal Agency for State Property Management

Bashneft ANK OAO (81.67% stake)

Energy, Mining & Utilities

AFK Sistema OAO 0.4 2.4 3.0 - 3,476

03-Nov-14 Yildiz Holding AS United Biscuits Limited Consumer Blackstone Group LP; and PAI Partners

2.2 15.0 - - 3,196

28-Nov-14 Macquarie Group Limited; and Wren House Infrastructure Management

E.ON Espana SL Energy, Mining & Utilities

E.ON SE - 8.3 - - 3,123

19-Nov-14 Banco Bilbao Vizcaya Argentaria SA

Turkiye Garanti Bankasi AS (14.89% stake)

Financial Services Dogus Holding AS - - 10.4 -0.8% 2,466

04-Nov-14 Greene King Plc Spirit Pub Company Plc Leisure - 1.9 9.9 20.6 9.4% 2,264

Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Europe Data correct as of 09-Dec-14

Source: Mergermarket

TREND GRAPHS

Monthly M&A Insider | December | 22

EUROPEAN M&A QUARTERLY PRIVATE EQUITY TREND

EUROPEAN M&A QUARTERLY TREND

EUROPE

Num

ber of deals

0

100

200

300

400

500

600

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Total value Mid-market value Total volume Mid-market volume

Valu

e (U

S$bn

)

0

200

400

600

800

1,000

1,200

1,400

1,600

1,800

2,000

Valu

e (U

S$bn

)

Num

ber of deals

0

20

40

60

80

100

120

140

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

0

50

100

150

200

250

300

350

400

450

Buyout value Exit value Buyout volume Exit volume

EUROPEAN M&A ANNUAL TREND EUROPEAN M&A ANNUAL PRIVATE EQUITY TREND

Valu

e (U

S$bn

)

Num

ber of deals

0

200

400

600

800

1,000

1,200

1,400

1,600

YTD 2014*201320122011201020092008

Total value Mid-market value Total volume Mid-market volume

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

8,000

Num

ber of deals

0

50

100

150

200

250

300

350

YTD 2014*201320122011201020092008

Buyout value Exit value Buyout volume Exit volume

Valu

e (U

S$bn

)

0

200

400

600

800

1,000

1,200

1,400

1,600

Monthly M&A Insider | December | 23

VALUE VOLUME

TREND GRAPHS

EUROPE

EUROPEAN M&A GEOGRAPHIC BREAKDOWN YTD 2014

EUROPEAN M&A SECTOR BREAKDOWN YTD 2014

VALUE VOLUME

19.7%

9.2%

16.0%

6.9% 7.1%

6.0%

4.5%

3.9%

2.9%

4.0%

2.0%

2.3%

5.7%

9.8%France

UK

Germany

Republic of Ireland

Switzerland

Spain

Netherlands

Italy

Norway

Russia

Portugal

Sweden

Finland

Other

21.3%

11.9%

12.0%

1.7%

5.7%6.0%

3.6%

2.4%

4.2%

0.7%3.4%

18.0%

6.3%

2.8%

France

UK

Germany

Republic of Ireland

Switzerland

Spain

Netherlands

Italy

Norway

Russia

Portugal

Sweden

Finland

Other

5.6%

3.9%

11.8%

7.5%

13.8%11.7%

6.3%

3.8%

4.4%

3.0%

5.9%

0.9%

10.9%

0.1%

10.4%Industrials & Chemicals

Consumer

Business Services

Technology

Financial Services

Pharma, Medical & Biotech

Energy, Mining & Utilities

Leisure

Construction

Media

Transportation

Real Estate

Telecommunications

Agriculture

Defence

13.3%9.4%

14.9%

7.5%

7.1%

6.7%

4.0%

4.6%

3.9%3.7%

2.2%

1.5% 0.9%

0.2%

20.1% Industrials & Chemicals

Consumer

Business Services

Technology

Financial Services

Pharma, Medical & Biotech

Energy, Mining & Utilities

Leisure

Construction

Media

Transportation

Real Estate

Telecommunications

Agriculture

Defence

Monthly M&A Insider | December | 24EUROPE

TREND GRAPHS

EUROPEAN M&A DEAL SIZE BREAKDOWN YTD 2014

VALUE VOLUME

Return to contents

80

82

84

86

88

90

92

94

96

98

100

YTD 2014*201320122011201020092008

Perc

enta

ge

90.6%93.1% 92.1%

91.1% 91.7%

0.9% 0.9% 0.7% 0.9% 0.8%

4.2%

2.9%3.2%

3.6%3.7%

3.7%2.7% 3.7% 4.0%

3.5%

0.6%

91.1%

1.0%

3.7%

3.8%

0.4% 0.4%0.4%

91.5%

0.9%

4.2%

3.2%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

0.3% 0.3% 0.2%

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

44.4%

8.3%

19.2%

15.0%

13.1%

33.6%28.6% 26.6%

33.3%

8.5% 9.0% 9.8% 9.6%

20.9%29.1% 29.0%

25.5%

20.7%18.7% 20.4%

18.9%

16.3% 14.6% 14.2% 12.7%

22.1%

12.3%

27.3%

25.8%

12.5%

34.3%

9.0%

24.0%

21.2%

11.5%

US$0-US$250m

US$251m-US$500m

US$501m-US$2,000m

US$2,001m-US$5,000m

>US$5,001m

Monthly M&A Insider | December | 25

A MERGERMARKET M&A REPORT ON

THE MIDDLE EAST & AFRICA

The Consumer sector is on the rise in the ME&A region, ranking at the first position among all other industries, representing 43.1% in terms of value (US$6.3bn) in November 2014 and standing at 22.2% of the total deal number for six deals out of 27. This fact is linked to the oil collapse in June 2014, which continues to decline, after nearly five years of stability. In November, multiple international deals were announced across several sectors, witnessing the world’s interest in the region’s growing consumer market. In particular, there was a trend among the companies to expand more in Africa’s consumer sector.

The most active part of the ME&A region so far this year is South Africa, reporting a quarter of the total value for US$13.3bn standing for 25% of all the transactions value, which is equivalent to 28.8% (107) of total transactions.

The top transaction of the month was between two South African companies in the Consumer sector. Steinhoff International acquired a 92.4% stake in Pepkor from Brait and entities, controlled by Christo Wiese. The transaction represents a 39.3% of November’s total value.

This acquisition will allow Steinhoff, one of the largest furniture groups, to diversify into clothing, which is also expected to meet Africa’s rising consumer demand. According to the company, the deal is also expected to fortify its position in discount retailing, which is becoming more widespread.

The second largest transaction in the Consumer sector for this month is the acquisition of a 21.7% stake of Centrale Laitiere, a Moroccan company, by Danone, a French dairy leader. The acquirer will now own a 90.8% stake in the business. The transaction is in line with Danone’s strategy to further expand its business operations in the Moroccan and North African markets.

Private equity buyouts have also accelerated this month. At the end of November, Q4 buyouts represented a total value of US$2.9bn for 11 transactions, which represent 52.5% of the year buyouts and constitute the highest value since 2007. The value of exits remains substantially the same as US$1.5bn for ten transactions which represents 26.7% of the entire year so far. It is likely to happen that at the end of December 2014, we will see a record in buyouts of the last seven years.

In November 2014, M&A activity in ME&A region achieved a US$14.6bn value for 27 transactions, showing a significant growth in terms of value (249.6%) and volume (17%) compared to October’s US$4.1bn for 23 transactions. With the number of transactions remaining practically the same in November (27 deals versus 23 in October), we can claim a record in terms of value for the end of 2014. So far, Q4 constitutes the strongest quarter of the year, standing at US$19.2bn for 57 transactions, representing a solid 36.1% of the total annual value.

TOP DEALS

Monthly M&A Insider | December | 26MIDDLE EAST & AFRICA

TOP 10 MIDDLE EASTERN & AFRICAN ANNOUNCED DEALS OF THE MONTH (NOV-14)Announced Bidder company Target company Target dominant

sectorSeller company Exit multiples (x) Bid premia

1-day before

Deal value

(US$m)Revenue EBITDA P/E

25-Nov-14 Steinhoff International Holdings Ltd

Pepkor Limited (92.34% stake)

Consumer Christo Wiese (private investor); and Brait Mauritius Limited

1,726.3 - - - 5,744

13-Nov-14 DP World Limited Economic Zones World Real Estate Ports & Free Zones World 8.0 9.9 - - 3,459

03-Nov-14 Undisclosed bidder IHS Holdings Limited Telecommunications - - - - - 2,000

10-Nov-14 Ormat Technologies Inc Ormat Industries Limited Energy, Mining & Utilities

First Israel Mezzanine Investors Ltd; and Bronicki Family

1.6 - 29.3 4.8% 857

03-Nov-14 Danone SA Centrale Laitiere (21.75% stake)

Consumer Societe Nationale D'Investissement SA

2.2 20.6 65.5 7.7% 347

28-Nov-14 AXA SA Mansard Insurance plc (77% stake)

Financial Services DEG – Deutsche Investitions – und Entwicklungsgesellschaft mbH; Proparco SA; FMO – Netherlands Development Finance Company; AfricInvest; and Development Partners International LLP

- - 30.5 91.3% 247

13-Nov-14 Microsoft Corporation Aorato Ltd Technology Accel Partners; Innovation Endeavors; and Glilot Capital Partners

- - - - 200

25-Nov-14 Carlyle Sub-Saharan Africa Fund; and Old Mutual Private Equity Fund IV

TiAuto Pty Ltd Industrials & Chemicals

Ethos Private Equity Limited - - - - 160

20-Nov-14 Ethos Fund V1 Nampak Ltd (Corrugated, Sacks and Tissue divisions)

Industrials & Chemicals

Nampak Ltd - - - - 142

02-Nov-14 Abraaj Capital Holdings Limited

Bisco Misr Consumer - 1.6 8.0 13.3 3.6% 113

Based on announced deals, including lapsed and withdrawn bids Based on dominant geography of target company being Middle East or Africa Data correct as of 09-Dec-14

Source: Mergermarket

TREND GRAPHS

Monthly M&A Insider | December | 27MIDDLE EAST & AFRICA

MIDDLE EASTERN & AFRICAN M&A QUARTERLY TREND

MIDDLE EASTERN & AFRICAN M&A QUARTERLY PRIVATE EQUITY TREND

MIDDLE EASTERN & AFRICAN M&A ANNUAL TREND

MIDDLE EASTERN & AFRICAN M&A ANNUAL PRIVATE EQUITY TREND

Valu

e (U

S$m

)

Num

ber of deals

0

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Total value Mid-market value Total volume Mid-market volume

0

20

40

60

80

100

120

140

160

Valu

e (U

S$bn

)

Num

ber of deals

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Total value Mid-market value Total volume Mid-market volume

0

100

200

300

400

500

600

Valu

e (U

S$bn

)

Num

ber of deals

0

2

4

6

8

10

12

14

YTD 2014*201320122011201020092008

Buyout value Exit value Buyout volume Exit volume

0

10

20

30

40

50

60

70

Valu

e (U

S$m

)

Num

ber of deals

0

1,000

2,000

3,000

4,000

5,000

6,000

7,000

Q414*

Q314

Q214

Q114

Q413

Q313

Q213

Q113

Q412

Q312

Q212

Q112

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Buyout value Exit value Buyout volume Exit volume

0

5

10

15

20

25

Monthly M&A Insider | December | 28MIDDLE EAST & AFRICA

MIDDLE EASTERN & AFRICAN M&A GEOGRAPHIC BREAKDOWN YTD 2014

VALUE VOLUME

TREND GRAPHS

MIDDLE EASTERN & AFRICAN M&A SECTOR BREAKDOWN YTD 2014

VALUE VOLUME

25.1%

13.0%

0.1%

1.0%0.2%

11.0%

2.2%

1.3%

5.0%

0.9%0.9%

0.7%0.5%

0.3%0.2%

4.6%

0.7%

1.2%

1.7%

12.6%16.8%

South Africa

Israel

United Arab Emirates

Nigeria

Saudi Arabia

Kenya

Egypt

Qatar

Angola

Morocco

Tunisia

Jordan

Algeria

Ivory Coast

Botswana

Ghana

Namibia

Cameroon

Democratic Republicof Congo

Mauritius

Other

19.1%

10.5%

6.2%

4.0%

4.0%

2.7%1.9%

1.6%

1.1%1.3%

1.1%1.1%

0.8%

10.0%

29.0%

South Africa

Israel

United Arab Emirates

Nigeria

Saudi Arabia

Kenya

Egypt

Qatar

Angola

Morocco

Tunisia

Jordan

Rwanda

Algeria

Ivory Coast

Botswana

Ghana

Namibia

Cameroon

Democratic Republicof Congo

Mauritius

Other

12.9%

11.9%

14.8%

7.8%

11.3%10.5%

5.1%

4.3%

3.8%

3.2%3.2%

3.0%

3.0%

0.3%

0.3%

4.6%

Energy, Mining & Utilities

Industrials & Chemicals

Consumer

Financial Services

Technology

Business Services

Pharma, Medical & Biotech

Telecommunications

Transportation

Real Estate

Leisure

Media

Construction

Agriculture

Defence

Other

20.9%

0.8%

16.7%

5.8%

17.9%

0.8%

1.8%

0.1%

3.8%0.2%

0.6%

2.5%

17.6%

8.6%

1.9%

Energy, Mining & Utilities

Industrials & Chemicals

Consumer

Financial Services

Technology

Business Services

Pharma, Medical & Biotech

Telecommunications

Transportation

Real Estate

Leisure

Media

Construction

Agriculture

Defence

Monthly M&A Insider | December | 29MIDDLE EAST & AFRICA

MIDDLE EASTERN & AFRICAN M&A DEAL SIZE BREAKDOWN YTD 2014

VALUE VOLUME

TREND GRAPHS

Return to contents

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

42.4%47.3% 45.1% 46.7% 44.5%

5.6% 4.0%5.6% 6.1% 4.8%

11.5% 13.0%10.3% 11.3% 12.5%

36.5%32.4% 33.1% 28.7% 30.5%

4.0% 3.3% 5.9% 7.2% 7.7%

54.8%

4.3%

9.3%

25.9%

5.7%

48.7%

12.4%

27.0%

5.1%6.8%

US$0-US$14.9m

US$15m-US$100m

US$101m-US$250m

US$251m-US$500m

>US$501m

0

10

20

30

40

50

60

70

80

90

100

YTD 2014*201320122011201020092008

Perc

enta

ge

48.7%53.1%

67.8%58.2%

64.9%

13.4% 12.9% 9.0% 9.3% 8.2%

18.5%13.2%

12.5%

14.1% 13.9%

61.0%

7.8%

16.1%

14.1%

17.7% 19.2%

9.6%

17.1%12.1%

1.6% 1.1% 1.3%

72.2%

6.5%

10.0%

10.3%

US$0-US$14.9m

US$15m-US$100m

US$101m-US$250m

US$251m-US$500m

>US$501m

1.7% 0.9% 1.0% 1.0%

Merrill DataSite Get a virtual data room with the 5-star treatment

About Merrill CorporationMerrill Corporation is a leading provider of outsourced solutions for complex business communication and information management. Founded in 1968 and headquartered in St. Paul, Minnesota, Merrill’s services include document and data management, litigation support, language translation services, fulfilment, imaging and printing. Merrill serves the corporate, legal, financial services, insurance and real estate markets. With more than 5,000 people in over 40 domestic and 22 international locations, Merrill Corporation empowers the communications of the world’s leading organisations.

ISO27001certification

Winning 5 major awards in 2014

Front desk on call 24/7/365

No software install or browser

plug-ins

Branches in six

continents

Check-in to yourVDR through our

mobile app

Projects can be up and running in

2 hours or less Turnkey security throughoutyour visit

Languages spoken byour staff

Return to contents

room with the 5-star treatment

About Merrill DataSiteMerrill DataSite is established as the market-leader for virtual data rooms (VDRs) in Europe and across the world. As first to market, we have many years of experience to bring to your transaction and have had time to develop and refine our technology, leading to a peerless Project Management and systems infrastructure that operates 24/7/365. This is why many thousands of companies trust Merrill DataSite to manage their online due diligence processes.

Call Us: +44 (0)845 602 6912www.datasite.com

Rooms availablein 13 languages

2,600 client planning calls and webexsessions hosted

in the past year

Repeat clientsaccount for73% of total

projects

3,000hrs spent training staff to improve your experience

in the past year

Regular upgradesas standard

32,000 VDRprojects secured

since 2003

SAS70 type ii

environment

750 million pagesof data protected

in total

No hidden extras– all inclusive

pricing

Monthly M&A Insider | December | 32

MERRILL CORPORATION CONTACTS

Return to contents

EXECUTIVE MANAGEMENTEd BifulkPresident Tel: +1 212 229 6563

EXECUTIVE SALESAnna ScottRegional Director, UK Tel: +44 (0) 207 422 6263

Chris BeckmannRegional Director, Germany, Switzerland & Poland Tel: +49 69 244 321 480

Martin AlamriRegional Director, Germany Tel: +49 69 244 321 471

Jérôme PottierRegional Director, France Tel: +33 1 40 06 13 12

Paul VictoorRegional Director, France Tel: +33 1 40 06 13 02

Hakema El-HadadRegional Director, France & Northern Africa Tel: +33 1 40 06 13 10

Sean DaintyRegional Director, Europe Tel: +44 (0) 207 422 6271

Mike HinchliffeRegional Director, Europe Tel: +44 (0) 207 422 6256

Bryan BrightonRegional Director, Europe Tel: +44 (0)207 422 6212

Adam PangRegional Director, Europe Tel: +44 (0) 207 422 6268

Merlin J. PiscitelliRegional Director, Europe Tel: +44 (0) 207 422 6266

Mary WalshRegional Director, Europe Tel: +44 (0) 207 422 6270

Jonathan HughesRegional Director, Europe Tel: +44 (0) 207 422 6267

Laura SmithAccount Manager, Europe Tel: +44 (0) 207 422 6271

Nertila AsaniAccount Manager, Europe Tel: +44 (0) 207 422 6272

Alex GrossRegional Director, Eastern Europe & Middle East Tel: +49 69 7593 7148

Alvaro OrtegaRegional Director, Southern Europe Tel: +39 27 6362314 Tel: +34 91 7691022

David HaynesRegional Director, Asia-Pacific Tel: +852 2536 2288

Chhin LeeRegional Director, Asia-Pacific Tel: +852 2536 6640

John PateRegional Director, Australia & New Zealand Tel: +61 (0) 499 992 400

Manuel BentosinosRegional Director, Mexico, Columbia & Caribbean Tel: +52 55 9171 2237

Ana Paula Macêdo Távora de CastroVice President, South America Tel: +55 11 9908 0858

Luis Felipe Salles CunhaRegional Director, Brazil Tel: +55 11 3568 2429

Brian GilbreathVice President, Midwest & Latin America Tel: +1 404 934 8085

Hank GregorySVP, Western Canada & Pacific Northwest Tel: + 604 603 4360

Todd CaveNorthern California, Pacific Northwest & Western Canada Tel: +1 651 632 4369

Ryan MacMillanRegional Director, Canada Tel: +1 416 214 2448

Michael KennedyRegional Director, New England Tel: +1 207 829 4369

Ross WhittakerRegional Director, New England Tel: +1 617.535.1516

Scott RedikerRegional Director, Mid Atlantic Tel: +1 443 690 3122

Forrest R. DoaneRegional Director, New York Tel: +1 212 229 6620

Bill PoleseRegional Director, New York +1 212 229 6612

John McElroneRegional Director, New York Tel: +1 212 229 6656

Joseph SolanoRegional Director, New York Tel: +1 212 229 6576

Hillary PryorRegional Director, New York Tel: +1 212 367 5924

Harry Poulos Regional Director, New York Tel: +1 212 367 5924

Meiken Castillo Regional Director, New York Tel: +1 212 229 6879

Steve PicconeVice President, New York Tel: +1 212 229 6883

Paul KleinkaufRegional Director, Southeast Tel: +1 404 602 3251

Colin SchopbachRegional Director, Southeast Tel: +1 404 796 1478

Michail SidorovRegional Director, Ohio & Michigan Tel: +1 216 333 1274

Scott HaugenRegional Director, Minnesota & Wisconsin Tel: +1 651 632 4375

Anthony CrosbyRegional Director, Chicago Tel: +1 312 674 6511

Mark PlaehnRegional Director, Chicago Tel: +1 312 674 6527

Kelly-Leigh KeefeRegional Director, Chicago Tel: +1 312 386 2229

Ted SengpielRegional Director, Missouri, Kansas, Nebraska & Iowa Tel: +1 314 315 2909

Nicholas RenterRegional Director, Texas Tel: +1 214 754 2100

Angela PedersenAccount Executive, Greater Texas Region Tel: + 651 632 4394

Andrew BuonincontroRegional Director, Bay Area Tel: +1 650 493 1400

Erik SandieRegional Director, Bay Area Tel: +1 650 493 1400

Jay LoyolaRegional Director, Bay Area Tel: +1 949 622 0663

Dan PhelanRegional Director, Los Angeles Tel: +1 213 253 2139

Aleshia HlivkaAccount Executive, California Tel: +1 651 632 4967

David YearyVice President, DataSite Life Sciences Tel: +1 415 307 4414

The following notes pertain to data contained in this publication:

Deals are included where the deal value is greater than or equal to US$5m.

Where no deal value has been disclosed, deals are included if the turnover of the target is greater than or equal to US$10m.

Deals are included in the graphs and Top Deals in each section based on the dominant geography and dominant sector of the target company. Data underlying the League Tables are based on deals where the bidder, target or parent geography of either is that of the geography in focus.

Mid-market is defined as US$10m - US$250m.

*Q4 2014 refers to the period 01-Nov-14 to 30-Nov-14. *YTD 2014 refers to the period 01-Jan-14 to 30-Nov-14.

For a full version of the mergermarket M&A deal database inclusion and league table criteria, go to http://www.mergermarket.com/pdf/deal_criteria.pdf.

Remark, the events and publications arm of The Mergermarket group, offers a range of publishing, research and events services that enable clients to enhance their own profile, and to develop new business opportunities with their target audience.

Part of The Mergermarket Group

www.mergermarket.comUSA: 11 West 19th Street, 2nd floor, New York, NY 10011, USA

t: +1 212 686-5606 f: +1 212 686-2664 [email protected]

United Kingdom: 80 Strand, London WC2R 0RL, United Kingdom

t: +44 (0)20 7059 6100 f: +44 (0)20 7059 6101 [email protected]

Hong Kong: Suite 2401-3, Grand Millennium Plaza, 181 Queen’s Road, Central, Hong Kong

t: +852 2158 9700 f: +852 2158 9701 [email protected]

Disclaimer

This publication contains general information and is not intended to be comprehensive nor to provide financial, investment, legal, tax or other professional advice or services. This publication is not a substitute for such professional advice or services, and it should not be acted on or relied upon or used as a basis for any investment or other decision or action that may affect you or your business. Before taking any such decision, you should consult a qualified professional adviser. While reasonable effort has been made to ensure the accuracy of the information contained in this publication, this cannot be guaranteed and neither Merrill DataSite nor Mergermarket nor any of its subsidiaries or any affiliate thereof or other related entity shall have any liability to any person or entity which relies on the information contained in this publication, including incidental or consequential damages arising from errors or omissions. Any such reliance is solely at the user’s risk.