MERGERS AND ACQUISITIONS – AUSTRALIA

M&A in 2017: All about break-ups, bear hugs and mining

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Original article by Joyce Moullakis
The Australian Financial Review – Page: 15 & 21 : 16-Dec-16

Data from Dealogic shows that the total value of announced mergers and acquisitions in Australia has topped $US97bn ($A129bn) in 2016, compared with $US93.7bn in 2015. The total value of completed deals has fallen from $US92.7bn to $US82.9bn. Meanwhile, Simon Haddy and Tony Damian of law firm Herbert Smith Freehills expect more large-scale M&A deals in 2017 and strong takeover activity in the resources sector. They also forcast that North American suitors in particular will be active in the Australian market, and expect there to be more emphasis on consortium bids with a view to breaking up companies.

CORPORATES
DEALOGIC (AUSTRALIA) PTY LTD, HERBERT SMITH FREEHILLS PTY LTD, TATTS GROUP LIMITED – ASX TTS, TABCORP HOLDINGS LIMITED – ASX TAH, MACQUARIE GROUP LIMITED – ASX MQG, KKR AND COMPANY LP, NORTH HAVEN INFRASTRUCTURE PARTNERS, JP MORGAN AND COMPANY INCORPORATED, FIRST STATE SUPER, APN OUTDOOR GROUP LIMITED – ASX APO, OOH!MEDIA LIMITED – ASX OML, BAIN CAPITAL LLC, CAMP AUSTRALIA PTY LTD, UBS HOLDINGS PTY LTD, AUSGRID PTY LTD, PORT OF MELBOURNE, AUSTRALIA. FOREIGN INVESTMENT REVIEW BOARD, AUSTRALIA. TAKEOVERS PANEL

Macquarie rolls the dice on Tatts

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Original article by Sarah-Jane Tasker
The Australian – Page: 19 & 23 : 15-Dec-16

Pacific Consortium has offered between $A4.40 and $A5 per share for Tatts Group. The consortium comprises Macquarie Capital, State Super, Morgan Stanley Infrastructure and Kohlberg Kravis Roberts. The bid is composed of two schemes of arrangement which involve the separation of Tatts Group’s wagering arm from its lotteries business. Tatts is also being pursued by Tabcorp, whose offer values Tatts at $A4.49 a share.

CORPORATES
TABCORP HOLDINGS LIMITED – ASX TAH, TATTS GROUP LIMITED – ASX TTS, MACQUARIE CAPITAL PTY LTD, STATE SUPER SCHEME, MORGAN STANLEY AUSTRALIA LIMITED, KOHLBERG KRAVIS ROBERTS AND COMPANY, PERPETUAL LIMITED – ASX PPT, TAYLOR COLLISON LIMITED, AUSTRALIAN COMPETITION AND CONSUMER COMMISSION

Super-union not finished yet with mergers

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Original article by Ewin Hannan
The Australian – Page: 4 : 15-Dec-16

The Construction, Forestry, Mining & Energy Union (CFMEU) is merging with the Maritime Union of Australia (MUA). A memorandum of understanding for the merger was signed on 14 December 2016. CFMEU national secretary Michael O’Connor and MUA national secretary Paddy Crumlin said more mergers will be considered if they are advantageous to members.

CORPORATES
CONSTRUCTION, FORESTRY, MINING AND ENERGY UNION OF AUSTRALIA, MARITIME UNION OF AUSTRALIA, AUSTRALIA. DEPT OF EMPLOYMENT, TEXTILE, CLOTHING AND FOOTWEAR UNION OF AUSTRALIA

APN calls for broad study of $1.6bn deal

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Original article by Jake Mitchell, Daniel Palmer
The Australian – Page: 21 : 15-Dec-16

The Australian Competition & Consumer Commission will undertake a public review of the proposed merger between APN Outdoor Group and oOh!Media. APN Outdoor chairman Doug Flynn argues that the ACCC should take into account the broader advertising market rather than focusing on the out-of-home segment. The $A1.6bn scheme of arrangement merger has the support of both companies’ boards, while it must also be approved by oOh!Media shareholders.

CORPORATES
APN OUTDOOR GROUP LIMITED – ASX APO, OOH!MEDIA LIMITED – ASX OML, AUSTRALIAN COMPETITION AND CONSUMER COMMISSION, PERPETUAL LIMITED – ASX PPT, GOOGLE INCORPORATED, FACEBOOK INCORPORATED, TWITTER INCORPORATED, SEVEN WEST MEDIA LIMITED – ASX SWM, SOUTHERN CROSS MEDIA GROUP LIMITED – ASX SXL, UBS HOLDINGS PTY LTD, CADENCE ADVISORY, HIGHBURY PARTNERSHIP PTY LTD, MACQUARIE CAPITAL PTY LTD, MEDIAWORKS (NZ) LIMITED

ARM buy good for regions, says News

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Original article by Darren Davidson, Daniel Palmer
The Australian – Page: 23 : 9-Dec-16

The Australian Competition & Consumer Commission has approved News Corporation’s $A36.6m deal to acquire Australian Regional Media from APN News & Media. News Corp will add 12 regionals newspapers and 60 community newspapers in Queensland and northeast New South Wales to its stable of print publications after the ACCC concluded that the deal would not significantly affect competition.

CORPORATES
NEWS CORP AUSTRALIA PTY LTD, NEWS CORPORATION – ASX NWS, APN NEWS AND MEDIA LIMITED – ASX APN, AUSTRALIAN REGIONAL MEDIA, AUSTRALIAN COMPETITION AND CONSUMER COMMISSION, AUSTRALIA. FOREIGN INVESTMENT REVIEW BOARD, SEVEN WEST MEDIA LIMITED – ASX SWM

Fairfax, Nine plan to bypass laws

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Original article by Jake Mitchell
The Australian – Page: 19 & 22 : 6-Dec-16

Fairfax Media and Nine Entertainment Company are said to have held further talks regarding potential asset sales, although they are not believed to be close to finalising a deal. Several options are believed to be under consideration in order to avoid any such deal being blocked due to the "two-out-of-three" rule. The Federal Opposition and the Australian Greens oppose abolishing the rule, while some media groups regard a further reduction in TV broadcasting licence fees as a higher priority than changes to cross-media ownership laws.

CORPORATES
FAIRFAX MEDIA LIMITED – ASX FXJ, NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, DOMAIN.COM.AU, MACQUARIE MEDIA LIMITED – ASX MRN, 2GB, CREDIT SUISSE (AUSTRALIA) LIMITED, UBS HOLDINGS PTY LTD, MACQUARIE CAPITAL PTY LTD, STAN ENTERTAINMENT PTY LTD, SEVEN WEST MEDIA LIMITED – ASX SWM, AUSTRALIAN LABOR PARTY, AUSTRALIAN GREENS, NINE LIVE PTY LTD, AFFINITY EQUITY PARTNERS (AUSTRALIA) PTY LTD, WIN CORPORATION PTY LTD, SOUTHERN CROSS MEDIA GROUP LIMITED – ASX SXL

DUET investors buoyed by CKI’s $7.3b offer

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Original article by Angela Macdonald-Smith
The Australian Financial Review – Page: 11 & 24 : 6-Dec-16

Shares in DUET Group closed at $2.74 on 5 December 2016, after reaching an intra-day high of $A2.82. Hong Kong-based Cheung Kong Infrastructure has proposed to pay $A3 per share for the energy infrastructure group, whose assets include the Dampier-Bunbury gas pipeline in Western Australia. However, DUET has noted that the offer is unsolicited and not binding, and there is no certainty that CKI will make a formal bid. Mark Busuttil of JP Morgan says the offer represents full value and a rival bid is unlikely.

CORPORATES
DUET GROUP – ASX DUE, CHEUNG KONG INFRASTRUCTURE HOLDINGS LIMITED, JP MORGAN AUSTRALIA LIMITED, RARE INFRASTRUCTURE, ARGO INVESTMENTS LIMITED – ASX ARG, UNISUPER LIMITED, RBC CAPITAL MARKETS, 4D INFRASTRUCTURE PTY LTD, CITIGROUP PTY LTD, AUSGRID PTY LTD, STATE GRID CORPORATION OF CHINA, AUSTRALIA. DEPT OF THE TREASURY

News Corp takes full control of Sky News

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Original article by Darren Davidson
The Australian – Page: 21 : 2-Dec-16

News Corp Australia is believed to have paid about $A20m for Australian News Channel, which owns Sky News. The media giant has been in talks with ACN owners Seven West Media, Nine Entertainment Company and Sky plc since 2015. News Corp Australia executive chairman Michael Miller says the deal brings together two of the nation’s "strongest and most credentialed" providers of news media. He has flagged increased investment in content and quality journalism at Sky.

CORPORATES
NEWS CORP AUSTRALIA PTY LTD, NEWS CORPORATION – ASX NWS, SKY NEWS, AUSTRALIAN NEWS CHANNEL PTY LTD, SEVEN WEST MEDIA LIMITED – ASX SWM, NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC, SKY PLC, FOXTEL MANAGEMENT PTY LTD, 21ST CENTURY FOX INCORPORATED

ACCC to look at online rivals if magazines join

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Original article by Jake Mitchell
The Australian – Page: 21 : 30-Nov-16

The Australian Competition & Consumer Commission could be expected to closely scrutinise any move by Bauer Media to acquire Pacific Magazines. ACCC chairman Rod Sims says that as yet neither group has sought advice from the regulator with regard to competition issues. Sims adds that the ACCC would consider factors such as competition from online magazines in deciding to approve a merger between the nation’s two largest magazine publishers.

CORPORATES
BAUER MEDIA AUSTRALIA PTY LTD, PACIFIC MAGAZINES PTY LTD, SEVEN WEST MEDIA LIMITED – ASX SWM, AUSTRALIAN COMPETITION AND CONSUMER COMMISSION, ACP MAGAZINES LIMITED, NINE ENTERTAINMENT COMPANY HOLDINGS LIMITED – ASX NEC

Rio facing US probe over Mozambique

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Original article by Matthew Stevens
The Australian Financial Review – Page: 13 & 16 : 29-Nov-16

It has been revealed that Rio Tinto’s 2011 acquisition of Riversdale Mining has been the subject of a confidential investigation by the US Securities & Exchange Commission. The probe into the $US4.16bn takeover of the Mozambique-focused coal producer predates revelations over the scandal surrounding the Simandou iron ore project in Guinea. A subsequent $US3.269bn write-down in the value of the Mozambique assets in Rio’s 2012 financial accounts led to the departure of several top executives, including CEO Tom Albanese.

CORPORATES
RIO TINTO LIMITED – ASX RIO, RIVERSDALE MINING LIMITED, UNITED STATES. SECURITIES AND EXCHANGE COMMISSION, GREAT BRITAIN. SERIOUS FRAUD OFFICE, AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION, BHP BILLITON LIMITED – ASX BHP, KIRKLAND AND ELLIS LLP, INTERNATIONAL COAL VENTURES LIMITED