ear DEAL edition DRIVERS AMERICAS · Smarter • Faster • Easier Secure • Precise • Efﬁ cient Award Winning • Global Certiﬁ ed • Industry Leading 24/7/365 Service •

DEAL DRIVERS AMERICASThe comprehensive review of mergers and acquisitions throughout the Americas.

2011

Published by:

Full year

edition

®

In association with:

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Focusedon yourbusiness

We thought of that.

datasite.com

Don’t you deserve a partner who is as focused on your business as you are?

Dealmakers know they need to be aggressive, determined and experienced to get the best results for their deal. As the best virtual data room (VDR) in the business, Merrill DataSite brings that same intense focus to our customers.

With true transparency in pricing, terms & conditions, award winning customer service, and the highest standard in security certifi cation, Merrill DataSite’s cutting-edge technology and 24-7 client support allows M&A dealmakers to move fast and play to win. Users can easily organize, review and share data for due diligence on a completely secure, simple-to-use datasite, accessible via the Internet globally. Merrill DataSite can have your VDR ready for loading in as little as two hours, with extensive content loaded and ready for review within 24 hours.

Merrill delivers unmatched customer service throughout the entire deal process so the only thing you need to focus on is your deal.

At Merrill DataSite, we believe in sharing ideas and best practices that assist companies in expanding and capturing new opportunities. Case Studies and White Papers are available based on Business Type (M&A, IPO, Bankruptcy, etc.) and for specifi c audiences: Legal Advisors – Investment Banking – Corporate Executive Level. To download our FREE industry survey reports please visit the Merrill DataSite Knowledge Center at www.datasite.com.

M E R R I L L D A T A S I T E

03

DEAL DRIVERS – AMERCIAS

About mergermArket

mergermarket is an independent M&A intelligence service that provides proprietary news on origination and deal flow opportunities, in addition to a comprehensive deals database. With an unrivalled network of 300+ M&A journalists based in 65 locations worldwide, mergermarket is the only comprehensive tool that offers active intelligence on potential transactions, and historical data to analyze past deals, providing 360-degree view of the global M&A landscape. mergermarket is part of The Mergermarket Group, a division of the Financial Times Group. Visit www.mergermarket.com.

contents

Foreword 04

Heat Chart 05

All Sectors 06

Financial Services 14

Industrials, Manufacturing & Engineering 18

Energy, Mining, Oil & Gas 22

Consumer 26

Technology, Media & Telecom 30

Life Sciences & Healthcare 34

Canada 38

West 42

Midwest 46

South 50

Mid-Atlantic 54

New England 58

Latin America 62

About Merrill Corporation 66

About Merrill Datasite® 67

Merrill Corporation Contacts 68

Notes 69

Smarter • Faster • EasierSecure • Precise • Effi cientAward Winning • Global


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Secure • Precise • Effi cientSecure • Precise • Effi cientAward Winning • GlobalSecure • Precise • Effi cientAward Winning • GlobalSecure • Precise • Effi cientAward Winning • GlobalCertifi ed • Industry LeadingAward Winning • Global




Certifi ed • Industry LeadingConfi dential • CompliantCertifi ed • Industry LeadingConfi dential • CompliantCertifi ed • Industry Leading24/7/365 Service • SolutionsBest Practices24/7/365 Service • Solutions

Focusedon yourbusiness

We thought of that.

datasite.com

Don’t you deserve a partner who is as focused on your business as you are?

Dealmakers know they need to be aggressive, determined and experienced to get the best results for their deal. As the best virtual data room (VDR) in the business, Merrill DataSite brings that same intense focus to our customers.

With true transparency in pricing, terms & conditions, award winning customer service, and the highest standard in security certifi cation, Merrill DataSite’s cutting-edge technology and 24-7 client support allows M&A dealmakers to move fast and play to win. Users can easily organize, review and share data for due diligence on a completely secure, simple-to-use datasite, accessible via the Internet globally. Merrill DataSite can have your VDR ready for loading in as little as two hours, with extensive content loaded and ready for review within 24 hours.

Merrill delivers unmatched customer service throughout the entire deal process so the only thing you need to focus on is your deal.

At Merrill DataSite, we believe in sharing ideas and best practices that assist companies in expanding and capturing new opportunities. Case Studies and White Papers are available based on Business Type (M&A, IPO, Bankruptcy, etc.) and for specifi c audiences: Legal Advisors – Investment Banking – Corporate Executive Level. To download our FREE industry survey reports please visit the Merrill DataSite Knowledge Center at www.datasite.com.

M E R R I L L D A T A S I T E


04

foreword

Welcome to the 2011 full-year edition of Deal Drivers Americas, published by mergermarket in association with Merrill DataSite. This report provides a comprehensive review of M&A activity in the Americas region, with targeted analysis of regional and sector-specific trends.

The 2010 comeback of M&A deal volume persisted in 2011 with just under 4,000 deals. However, deal values shifted to an increase in bulge bracket deals as total reported value for 2011 surpassed US$901.6bn. Private equity firms kept busy completing 729 buyouts and 659 exits worth a reported US$121bn and US$100bn, respectively.

A moderate slowdown in deal volume can be attributed to a slight decline in the North American M&A market. Uncertain domestic economic conditions supplemented with looming crises across the Atlantic caused many dealmakers to balk at pushing transactions through. While value and volume in 2011 is comparable to 2010 numbers, any momentum that carried over was seemingly lost in the second half. Figures had fallen to 906 deals worth US$199bn by Q4 2011, the lowest quarterly totals for 2011 and 14% and 28% decreases to first quarter volume and value, respectively.

Dealmakers in Latin America fared better in 2011 despite the global uncertainty. Deal volume increased in the region up to 618 in 2011, 26% over the previous year. Led by the consolidation of many smaller family-owned businesses, the most significant increase is seen in deals falling under US$100m, while bulge bracket deals took a small dip leading to an overall slight decrease in total reported deal value.Latin American M&A appears set for growth in the year ahead by strength in the energy, financial services and consumer sectors. Throughout financial services in Latin America, consolidation of small to mid-sized banks is expected to increase as the Basel III requirements begin to be implemented across the world’s major

institutions. Brazil’s middle class continues to expand bringing strong growth to the consumer sector. The energy sector, a familiar backbone for the region, is likely to remain active with recent booms in Colombia and Peru. Private equity transactions may see a setback in 2012 due to difficulty in securing acquisition financing. Intraregional and transcontinental cross-border deals with Latin America are both expected to see solid growth.

In keeping the market steady, the energy, industrials and TMT sectors led the Americas in M&A activity. Indeed, each sector is found among the top industries in value and volume throughout the region. Momentum is expected to carry over in 2012 with natural gas prices remaining low (and crude oil high) and growth in specialty manufacturing and technology. Private equity will further drive M&A deals in these sectors with heavy interest in energy.

The consumer sector showed strength in Latin America with 18% of total volume and 14% of total value. With rapidly growing middle class populations and increasing economic growth, the sector trend will likely continue throughout 2012. In the US, personal care and food companies have become targets for foreign buyers. Major US players within the food industry have also stated intentions for cross-border expansion in foreign emerging markets.

The year ahead in M&A dealmaking brings mixed feelings with North America weary and Latin America hopeful. All eyes will be fixed on Europe, but some maintain confidence in the growth of emerging markets and the strength of historically robust sectors like energy. Private equity firms will be challenged amidst changing regulation and dry Latin American capital markets. At a minimum, 2012 will prove to be full of headlining deals in a highly competitive market while answering many lingering questions regarding the state of the global economy.

05

DEAL DRIVERS – AMERICA

the heAt chArt

The Heat Chart represents ‘companies for sale’ stories written in H2 2011, based on mergermarket’s proprietary intelligence. The Heat Chart therefore serves as a barometer of potential deal flow in specific regions and sectors across North America.

‘Companies for sale’ stories written in the second half of 2011 total 5,200, suggesting M&A could heat up across the board. TMT once again tops the chart with 1,004 stories. The energy, mining, oil & gas sector comes in a close second with the large majority of stories once again concentrated in the West and Canada.

The financial services sector has fallen to the middle rankings with 454 stories after placing much higher in the half-year edition with 550 stories. Effectively taking its former spot, business services stories increased by roughly a quarter to 492 ranking just below the four typical mainstay industry sectors.

South West Latin America Midwest Mid-Atlantic Canada New England Total

TMT 189 356 106 67 158 53 75 1,004

Energy, Mining, Oil & Gas 212 136 146 52 40 295 21 902

Life Sciences & Healthcare 186 152 23 116 108 17 85 687

Industrials, Chemicals & Engineering 101 96 89 136 53 43 46 564

Business Services 166 112 55 57 54 23 25 492

Consumer 68 106 106 71 66 40 27 484

Financial Services 142 82 70 52 75 17 16 454

Leisure 51 45 50 35 17 7 10 215

Transportation 25 16 61 14 10 12 8 146

Construction 15 8 40 7 1 9 0 80

Real Estate 10 14 14 13 8 10 1 70

Defense 22 10 1 7 8 1 5 54

Government 17 4 1 1 3 1 27

Agriculture 0 3 9 0 0 5 0 17

Other 0 0 4 0 0 0 4

totAL 1,204 1,140 775 628 601 532 320 5,200

NOrTH AMErICA HEAT CHArT - INTELLIGENCE

hot warm cold

99th* 66th 33rd

88th 55th 22nd

77th 44th 11th

*percentile ranking

The intelligence Heat Chart is based on ‘Companies for Sale’ tracked by mergermarket in North America between 07/01/2011 and 12/31/2011.

Opportunities are captured according to the dominant geography and sector of the potential target company. For definition of states within

regions, see page 69 (Note to Heat Chart).

Note: mergermarket’s Heat Chart of predicted deal flow is based on the intelligence collected in our database relating to companies rumoured

to be up for sale, or officially up for sale in the Americas region. It is therefore indicative of areas that are likely to be active in the months to

come. The intelligence comes from a range of sources, including press reports, company statements and our own team of journalists gathering

proprietary intelligence from M&A practitioners across the region. The data does not differentiate between small and large transactions, nor

between deals that could happen in the short or long-term.

DEAL DRIVERS – AMERICAS -ALL SECTORS

06ALL SECTOrS

ALL sectors

North American M&A decline to continue well into this year as the global economic recovery progresses at a staggeringly slow pace

The M&A market in North America has gone through a whirlwind of a year as many deals were delayed or came to a screeching halt due to uncertainty over the health of the overall global economy.

The economic recovery is progressing similarly to the incredibly slow pace seen after The Great Depression of the 1930’s, which only rebounded with the breakout of World War II.

The US has seen a particularly severe budget crisis this year, which culminated in the country losing its prized top-tier AAA credit rating from Standard & Poor’s in August, following the congressional standoff in Washington over raising the debt ceiling. The 2012 presidential election is quickly approaching, unemployment numbers are still high and the European sovereign debt crisis looms.

The latest US GDP numbers were disappointing and show the slowness of the economic recovery. The US Department of Commerce said that GDP increased at an annual growth rate of 2.8% in Q4 2011 compared to 1.8% in Q3 2011. Although GDP growth showed a notable increase compared to the previous quarter, economists had been anticipating an increase of about 3.1%.

M&A does not exist in a bubble, as there is a direct correlation between M&A levels and the state of the economy. With the recovery progressing at such a slow clip, I anticipate that the decreased levels of deal making seen over the past six months will be seen again well into 2012.

Deal makers typically try to complete their transactions by year-end, which has historically resulted in a flood of deals announced in the fourth quarter. The lack of an increase in M&A activity in North America by value from Q3 2011 to Q4 2011 is cause for concern as it is a strong indicator of the diminished appetite for deal making.

According to mergermarket data, by value there was a 4.3% decline in North American M&A transactions from US$207.8bn in Q3 2011 to US$198.9bn in Q4 2011. By comparison, there were US$173.6bn worth of deals in Q3 10 and that figured rose to US$267.5bn in Q4 10, a 54.1% increase.

Similar to 2010, the M&A landscape in 2011 was once again dominated by strategic players, who remained at the forefront of M&A as buyers were flush with cash and the capital markets were open. In turn, private equity firms seized the opportunity to sell companies in their portfolios that they were unable to unload due to the depressed market. North American exits by private equity firms increased to 659 deals in 2011 from 628 deals the prior year, according to mergermarket data. “There is quite a lot of interest from private equity firms, but we are seeing them wanting to do deals that are smaller and not the US$10bn-US$15bn deals we saw in the past. Deal size is not as big as it was in 2007 as leverage levels are slightly different, but private equity firms have a lot of dry powder to spend,” said David Fox, a partner at Kirkland & Ellis in New York.

North American buyouts rose slightly to US$120.5bn worth of transactions in 2011 from US$105bn the prior year. However, these figures pale in comparison when viewed against the M&A heyday of 2007 when the total value of buyouts was US$441.1bn, according to mergermarket data.

By sector and volume, the highest level of activity was in technology, media and telecommunications (TMT), with 18.8% of all deals in North America; industrials, chemicals and engineering came in at a close second with 17.5%; business services 13%; life sciences and healthcare 11.5%; financial services 10%; energy, mining, oil and gas 9.9%; and consumer 9.5%.

In the telecommunications space, the AT&T/T-Mobile US$39bn deal, which was quashed by regulators, will probably lead to more thoroughness and concern about

anti-trust issues before entering into an agreement, Fox said. “The people that signed that agreement were not expecting that outcome,” he said.

Life sciences and shale oil also saw quite a bit of activity this year, Fox said, highlighting Gilead Sciences acquiring Pharmasset in November in a US$10.4bn deal and BHP picking up Petrohawk Energy in July in a transaction valued at US$14.8bn.

Analyzing deals by sector and value for the full year, energy, mining, oil and gas topped the charts at 32%, with US$288.5bn of deals; industrials, chemicals and engineering was second at 16.1% with US$145.3bn; life sciences and healthcare had 13.6% of the pie with US$122.7bn; TMT had 12.8% with US$115.8bn; and financial services rounded out the top sectors with 8.3% of deals totaling US$75.1bn.

In the energy space, low natural gas prices, the high price of crude oil and weak electricity prices will continue to spur activity this year. That said, Jeffrey Meyers, Chair of Stroock’s energy and project finance practice, does not expect to see a great deal of corporate transactions in 2012. “It is going to be a very perilous year especially given all of the politics and uncertain energy policy,” he said. “People might want to wait to see how it shakes out after the presidential election.”

While the overall all-sector outlook is bleak, companies strengthened their balance sheets and stockpiled cash following the financial crisis of 2008, placing them in much better financial health this time around. As a result of their preparations, companies should look at M&A to help achieve growth targets.

M&A has and will always remain a viable tool that companies can use to execute on growth strategies. The million dollar question now is whether they will have the stomach to pull the trigger. Based on a combination of historical data, instinct and experience, the resounding answer is maybe.

by Amanda Levin, Editor of the Americas

07

DEAL DRIVERS – AMERICAS - ALL SECTORS

ALL sectorsTOp 20 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date

Status Bidder Company Target Company Sector Vendor Company Deal Value (US$m)

20-Mar-11 L AT&T Inc T-Mobile USA Inc TMT Deutsche Telekom AG 39,000

16-Oct-11 P Kinder Morgan Inc El Paso Corporation Energy, Mining, Oil & Gas 37,439

21-Jul-11 P Express Scripts Inc Medco Health Solutions Inc Life Sciences & Healthcare 33,430

10-Jan-11 P Duke Energy Corporation Progress Energy Inc Energy, Mining, Oil & Gas 25,825

27-Apr-11 P Johnson & Johnson Synthes GmbH Life Sciences & Healthcare 21,191

21-Sep-11 P United Technologies Corporation Goodrich Corporation Industrials, Chemicals & Engineering 17,861

31-Jan-11 C AMB Property Corporation ProLogis Real Estate 14,833

18-Jan-11 C Cargill Inc (Shareholders) The Mosaic Company (40% Stake) Industrials, Chemicals & Engineering Cargill Incorporated 14,808

14-Jul-11 C BHP Billiton Ltd Petrohawk Energy Corporation Energy, Mining, Oil & Gas 14,760

13-Jan-11 C Marathon Oil Corporation (Shareholders) Marathon Petroleum Corporation Energy, Mining, Oil & Gas Marathon Oil Corporation 14,667

02-May-11 L The Nasdaq OMX Group Inc; and Inter-continental Exchange Inc

NYSE Euronext Financial Services 13,182

15-Feb-11 P Deutsche Boerse AG NYSE Euronext Financial Services 12,267

28-Apr-11 P Exelon Corporation Constellation Energy Group Inc Energy, Mining, Oil & Gas 10,410

21-Nov-11 C Gilead Sciences Inc Pharmasset Inc Life Sciences & Healthcare 10,367

01-Mar-11 C Blackstone Group LP Centro Properties Group (US operations) Real Estate CNPR Limited 9,400

14-Mar-11 C Berkshire Hathaway Inc The Lubrizol Corporation Industrials, Chemicals & Engineering 9,368

10-May-11 P Microsoft Corporation Skype Global Sarl TMT Silver Lake Partners; Cana-da Pension Plan Investment Board; ebay International AG; Andreessen Horowitz; and Joltid Limited

9,044

16-Jun-11 P Energy Transfer Equity LP Southern Union Company Energy, Mining, Oil & Gas 9,037

16-Jun-11 P Capital One Financial Corporation ING Direct USA Financial Services ING Groep NV 9,000

15-Aug-11 P Google Inc Motorola Mobility Holdings Inc TMT 8,950

C= Completed; P= Pending; L= Lapsed


08

ALL sectorsMIx OF GLObAL M&A DEALS bY GEOGrApHIC rEGION

VALUE VOLUME

uSA

Canada

Western Europe

Northern Europe

Central & Eastern Europe

Southern Europe

Asia-pacific

rest of World

37.3%

8.1%

19.1%

6.2%

5.2%

3.0%

17.6%

3.5%

27.7%

7.7%

19.3%

6.3%

5.1%

5.7% 25.2%

3.6%

MIx OF NOrTH AMErICAN DEALS bY INDuSTrY SECTOr

VALUE VOLUME

16.1%

8.3%

5.3%

4.4%0.4%

13.6%

0.5%1.9%

12.8%

32.0%

3.8%

0.7%

0.2%

17.5%

10.0%

13.0%

2.6%

11.5%

1.7%

3.1%

18.8%

9.9% 9.5%

0.6%

0.6%0.9% Industrials, Manufacturing & Engineering

Financial Services

business Services

Consumer

Energy, Mining, Oil & Gas

TMT

Leisure

Transportation

Life Sciences & Healthcare

Construction

real Estate

Defense

Agriculture

Based on announced deals, excluding those that lapsed or were withdrawn. Geographic region is determined with reference to the dominant location of the target.

Based on announced deals, excluding those that lapsed or were withdrawn. Geographic region is determined with reference to the dominant location of the target.

09


ALL sectorsNOrTH AMErICAN buYOuTS NOrTH AMErICAN ExITS

VALUE VOLUME

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

450,000

201120102009200820072006200520040

100

200

300

400

500

600

700

800

900

1,000

1,100

0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

201120102009200820072006200520040

50

100

150

200

250

300

350

400

450

500

550

600

650

700

750

800

Valu

e (U

S$m

)

Year Ended Year Ended

Valu

e (U

S$m

)Volum

e

Volume

VolumeValue (US$m)

TrANSATLANTIC DEALS

Year Ended

VALUE VOLUME

0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

25

50

75

100

125

150

175

200

225

250

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q2 08

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Year Ended

Volu

me

Based on announced deals, excluding those that lapsed or were withdrawn. where the dominant location of the target is in North America.

Based on dominant location of target and bidder and excludes all buyouts.

Total Euro/Nth American deals

Nth American bidder acq European target

European bidder acq North American target


10

ALL sectorsNOrTH AMErICAN M&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

100

200

300

400

500

600

700

800

900

1,000

1,100

1,200

1,300

1,400

1,500

1,600

20112010200920082007200620056.4 6.2 5.7 4.4 3.6 3.5 3.2

885.7

76.769.463.2

678.1

61.454.1

649.6

73.458.6

627.8725.0

77.460.1

1,314.2

97.176.364.9

1,274.7

99.978.962.6

27.638.5

44.7

41.2

35.1 35.9

0

1,000

2,000

3,000

4,000

5,000

6,000

2011201020092008200720062005

420217302

716

1,429

1,441

217

1,001

475

326171

1,926

392

677

246163

1,507

372

311211

838

358

1,910

374223298

1,991

376

819

403270

669

1,477

475

1,815

481

485

1,419

281

2,014

634

119

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed

QuArTErLY M&A ACTIVITY

VALUE VOLUME

0

50,000

100,000

150,000

200,000

250,000

300,000

350,000

400,000

450,000

500,000

550,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

100

200

300

400

500

600

700

800

900

1,000

1,100

1,200

1,300

1,400

1,500

Q411

Q311

Q2 11

Q1 11

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q4 07

Q3 07

Q207

Q107

Q406

Q306

Q206

Q1 06

Q405

Q305

Q2 05

Q105

Valu

e (U

S$m

)

Volu

me

Quarter EndedQuarter Ended

Moving average trend line

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in North America.

11


ALL sectorsFINANCIAL ADVISOrS

TOp 20 - RANkED By VALUE TOp 20 - RANkED By VOLUME

LEGAL ADVISOrS


y/E 2010

y/E 2011

Company Name Value (M) USD

Number of Deals

2 1 Goldman Sachs 352,040 190

3 2 JPMorgan 321,171 145

1 3 Morgan Stanley 270,210 150

6 4 Barclays Capital 253,659 112

4 5 Credit Suisse 230,203 111

5 6 Bank of America Merrill Lynch 221,598 146

7 7 Citigroup 187,544 108

10 8 Lazard 164,773 88

9 9 UBS Investment Bank 129,344 109

8 10 Deutsche Bank 113,465 84

12 11 Evercore Partners 92,873 49

14 12 RBC Capital Markets 60,394 103

15 13 Jefferies & Company 53,581 104

46 14 Qatalyst Group 40,177 20

13 15 Perella Weinberg Partners 37,672 16

29 16 Moelis & Company 35,694 42

21 17 BMO Capital Markets 35,296 44

65 18 Foros 34,828 5

20 19 Centerview Partners 34,753 11

22 20 Scotia Capital 30,353 20

H1 2010

H1 2011


Number of Deals




5 4 JPMorgan 321,171 145




13 8 Citigroup 187,544 108



8 11 Lazard 164,773 88


11 13 Houlihan Lokey 20,389 80

14 14 Rothschild 28,520 64

22 15 Lincoln International 4,872 58

26 16 Robert W. Baird & Co 5,172 57

30 17 Raymond James & Associates 6,545 52

16 18 KPMG 5,067 51


24 20 William Blair & Company 3,784 47

y/E 2010

y/E2011


Number of Deals

3 1 Sullivan & Cromwell 324,761 100

1 2 Simpson Thacher & Bartlett 284,782 129

9 3 Wachtell, Lipton, Rosen & Katz 278,326 64

2 4 Skadden Arps Slate Meagher & Flom 239,347 154

4 5 Latham & Watkins 219,095 218

14 6 Dewey & LeBoeuf 211,804 108

12 7 Cravath Swaine & Moore 203,404 54

13 8 Shearman & Sterling 175,716 96

5 9 Cleary Gottlieb Steen & Hamilton 157,736 72

8 10 Weil Gotshal & Manges 145,748 109

16 11 Jones Day 111,453 208

6 12 Davis Polk & Wardwell 109,804 94

17 13 Fried Frank Harris Shriver & Jacobson 108,804 54

21 14 Gibson Dunn & Crutcher 104,405 86

20 15 Linklaters 102,179 55

11 16 Freshfields Bruckhaus Deringer 85,640 74

19 17 Vinson & Elkins 84,159 69

28 18 Kirkland & Ellis 82,699 233

7 19 Blake, Cassels & Graydon 79,999 91

35 20 Greenberg Traurig 78,054 66

y/E 2010

y/E 2011


Number of Deals

3 1 Kirkland & Ellis 82,699 233


2 3 Jones Day 111,453 208

4 4 DLA Piper 31,240 174




18 8 Dewey & LeBoeuf 211,804 108


21 10 Wilson Sonsini Goodrich & Rosati 25,021 100

13 11 Hogan Lovells 43,126 99



11 14 K&L Gates 8,143 93


15 16 Stikeman Elliott 46,706 89

10 17 Baker & McKenzie 44,908 89

28 18 Goodwin Procter 9,684 88


16 20 Morgan Lewis & Bockius 48,370 79

The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover all sectors.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and include lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover all sectors.


12

ALL sectorsFINANCIAL ADVISOrS – MID-MArkET (uS$10M-uS$250M)

LEGAL ADVISOrS – MID-MArkET (uS$10M-uS$250M)



y/E 2010

y/E2011


Number of Deals





18 5 JPMorgan 3,543 22



16 8 Citigroup 2,814 17




10 12 Rothschild 2,246 19


7 14 Lazard 2,000 14

13 15 Macquarie Group 1,939 15





23 20 National Bank Financial 1,852 17

y/E 2010

y/E2011


Number of Deals









24 9 JPMorgan 3,543 22



12 12 Sandler O'Neill & Partners 1,476 21




17 16 Canaccord Genuity 1,290 18

29 17 Citigroup 2,814 17



39 20 Morgan Keegan & Company 1,451 16

y/E 2010

y/E 2011


Number of Deals



5 3 Jones Day 5,189 57

7 4 DLA Piper 4,307 60





13 9 Dewey & LeBoeuf 3,428 31






33 15 McDermott Will & Emery 2,911 28

26 16 Cooley 2,801 31

25 17 Clifford Chance 2,741 23

28 18 Ropes & Gray 2,663 20



y/E 2010

y/E 2011


Number of Deals



2 3 DLA Piper 4,307 60

4 4 Jones Day 5,189 57




39 8 McCarthy Tetrault 2,518 34



25 11 Cooley 2,801 31

48 12 WilmerHale 2,360 30






21 18 K&L Gates 1,953 28


22 20 Paul Hastings 2,549 26

The financial advisor mid-market eague tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover all sectors.

The legal advisor mid-market league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, and include lapsed and withdrawn deals.The tables are based on advice to a North American bidder, target or vendor and cover all sectors.

13


ALL sectorspr ADVISOrS

pr ADVISOrS – MID-MArkET (uS$10M-uS$250M)



y/E 2010

y/E 2011


Number of Deals

3 1 Brunswick Group 173,041 77

1 2 Joele Frank Wilkinson Brimmer Katcher 156,593 87

4 3 Sard Verbinnen & Co 149,932 87

5 4 Abernathy MacGregor Group (AMO) 131,683 75

2 5 Kekst and Company (Publicis Groupe) 104,345 103

6 6 FTI Consulting 59,554 83

7 7 Finsbury Group 36,160 40

16 8 Cubitt Jacobs & Prosek Communications 17,266 13

61 9 Hinton & Associates 17,223 3

13 10 Citigate 15,854 29

20 11 Pelham Bell Pottinger 15,616 19

11 12 Edelman 14,995 23

10 13 Kreab Gavin Anderson 13,046 5

15 14 CNC 10,955 10

- 15 P&L Corporate Communications 10,189 3

36 16 M:Communications 10,010 15

12 17 Maitland (AMO) 9,714 17

45 18 Ketchum 8,263 4

- 19= Public Strategies 8,156 1

- 19= Qorvis Communications 8,156 1

y/E 2010

y/E 2011


Number of Deals








8 8 Owen Blicksilver Public Relations 5,849 32

9 9 Citigate 15,854 29

12 10 Integrated Corporate Relations 1,777 27

52 11 BackBay Communications 1,757 26

10 12 Edelman 14,995 23

23 13 Pelham Bell Pottinger 15,616 19

29 14 MHP Communications 2,794 19

38 15 Blueshirt Group 1,688 19

14 16 Stanton Public Relations & Marketing 2,246 18

13 17 Maitland (AMO) 9,714 17

36 18 M:Communications 10,010 15

11 19 Cubitt Jacobs & Prosek Communications 17,266 13

33 20 Tulchan Communications 7,910 12

y/E 2010

y/E 2011


Number of Deals









180 9 Blueshirt Group 866 13

11 10 Integrated Corporate Relations 614 17

17 11 Maitland (AMO) 605 9

140 12 CNC 604 3

29 13 Pelham Bell Pottinger 554 7

10 14 Cubitt Jacobs & Prosek Communications 553 5

8 15 Citigate 518 8

49 16 Hering Schuppener Consulting (AMO) 483 4

12 17 Owen Blicksilver Public Relations 477 5

90 18 Fleishman-Hillard 466 4

13 19 Buchanan Communications 435 7

32 20 Merlin PR 426 4

y/E 2010

y/E 2011


Number of Deals





8 5 Integrated Corporate Relations 614 17





180 10 Blueshirt Group 866 13

15 11 Maitland (AMO) 605 9

16 12 The Equicom Group 283 9

7 13 Citigate 518 8

21 14 Pelham Bell Pottinger 554 7

17 15 Buchanan Communications 435 7

10 16 Edelman 331 6

25 17 College Hill 288 6

65 18 Liolios Group 171 6

12 19 Cubitt Jacobs & Prosek Communications 553 5

13 20 Owen Blicksilver Public Relations 477 5

The PR advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and exclude lapsed and withdrawn deals.The tables are based on advice to a North American bidder, target or vendor and cover all sectors.

The PR advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and exclude lapsed and withdrawn deals.The tables are based on advice to a North American bidder, target or vendor and cover all sectors.

DEAL DRIVERS – AMERICAS - FINANCIAL SERVICES

14 FINANCIAL SErVICES

finAnciAL services

M&A activity could heat up across financial services as buyer confidence increases

BankingBanks looking for expansion, as FDIC deals wane, are likely 2012 deal makers, potentially bringing M&A deal flow back to vibrancy after an anemic 2011, experts predict.

Fewer distressed banks on the fringe of failure and which have overall cleaner bank balance sheets, could lead to more deals, said Tim O’Brien, an analyst at Sandler O’Neill. Banks spent 2011 addressing their balance sheets and that could help lead to more stable valuations, thus possibly leading to more deals, O’Brien explained.

Private banks, particularly those with US$500m to US$1bn, may have more exit options and thus could be relatively more active in 2012, said Ebrahim Poonawalak, an analyst at Morgan Keegan. Deal momentum could gain steam in the second half of 2012, if stock and real estate valuations hold steady, Poonawala said.

Regulatory changes, particularly the effects of the Durbin Amendment and Dodd-Frank, are presenting profit challenges for smaller banks and this will likely lead to an overall increase in smaller bank mergers, predicted Gerald Lipkin, CEO of Valley National Bank, a Wayne, New Jersey-based bank with US$14bn in assets.

Donald J. Musso, president and CEO of Liberty Corner, New Jersey-based FinPro, sees regulatory challenges as double-edged for 2012 M&A. “I think a lot of the M&A hype is wishful thinking,” Musso said, adding, “on the one hand” if such changes lead to a stronger banking system, with better multiples, that would lend itself to better currency to make transactions. That one in five US banking institutions have a formal or informal regulatory agreement, is a challenge for banking M&A, Musso added.

Pricing of deals remains an issue, O’Brien said, noting though that more substantial deals closed on the east coast last year, and yielded larger premiums than deals on the

west coast, a trend which he said could be expected to continue into 2012.

Banks such as Paso Robles, California-based Heritage Oaks Bancorp and San Jose, California-based Heritage Commerce, are the types of banks that could see 2012 acquisition attention, due to their cleaned-up balance sheets and their approximately US$1bn asset size.

InsuranceDivestitures of units by strategic players and private equity firms exiting their insurance investments will drive 2012 sector M&A, two industry sources said.

Facing organic growth challenges, companies of all sizes will look for ways to deploy excess capital, one of the sources said.

Small-to mid-sized companies in the US are the most challenged to grow, the second source said, adding that that factor, combined with less access to capital markets, will bring increasing pressure on those companies to sell. Valuation improvements from an expected rising stock market, will also render such companies more attractive to shareholders, both sources said.

The insurance brokerage space will continue to attract capital and M&A attention, the first source said.

Cross-border M&A in the insurance sector could be blunted by impending Solvency II regulation, which will increase the amount of capital required to be kept in European operations, the first source said.

Unit divestitures, such as Flagstone’s divestiture of its Lloyds and Island Heritage operations, should be a significant M&A force, said the second source. The insurance brokerage space will continue to attract capital, he added. In addition, private equity firms will look to do something to enhance the value of their portfolio companies that haven’t yet gone public or been sold, the second source said.

Financial Services TechnologyThe payments interest is poised for a potential 2012 “shake-up” in M&A, as major non-financial players seek entry into the space, said Kurt Strawhecker, a consultant with Omaha, Nebraska-based Strawhecker Group. The recent hiring of Yahoo! CEO Scott Thompson, a former Paypal president, could indicate the search engine might enter the payments space.

There are a number of companies in the space that are weighing their options or looking to be sold, Strawhecker said.

Wealth ManagementAs buyer interest and confidence continue to increase, deal activity is expected to be hotter this year than last, especially in the independent wealth management space, said Lenny Chang, a partner at New York City-based wealth manager Focus Financial. Companies that experienced volatility over the past few years will begin considering exit opportunities. Another wealth asset manager, Elizabeth Bloomer Nesvold, a managing partner at New York City-based Silver Lane, agreed with Chang’s relatively bullish assessment. “There are a number of sizable transactions in the works, which include both strategic and financial buyers,” Nesvold said, adding “there are also a select number of non-US buyers active in our space, which is also a good sign – especially in light of Europe’s woes over the last few quarters.”

by Jennifer Tekneci and Jessica McHugh

15


finAnciAL servicesTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date

Status Bidder Company Target Company Vendor Company Deal Value (US$m)

02-May-11 L The Nasdaq OMX Group, Inc; and Intercontinen-tal Exchange Inc

NYSE Euronext 13,182

15-Feb-11 P Deutsche Boerse AG NYSE Euronext 12,267

16-Jun-11 P Capital One Financial Corporation ING Direct USA ING Groep NV 9,000

29-Aug-11 P Temasek Holdings Pte Ltd; CITIC Securities Co Ltd; National Council for Social Security Fund; and State Administration of Foreign Exchange

China Construction Bank Corporation (5.44% Stake) Bank of America Corporation 8,288

14-Nov-11 P Temasek Holdings Pte Ltd; and China Invest-ment Corporation

China Construction Bank Corporation (4.14% Stake) Bank of America Corporation 6,600

25-Jul-11 L Validus Holdings Ltd Transatlantic Holdings Inc 4,123

16-Dec-11 P United Rentals Inc RSC Holdings Inc Oak Hill Capital Partners LP 4,120

09-Feb-11 L London Stock Exchange Plc TMX Group Inc 3,795

25-May-11 P Maple Group Acquisition Corporation TMX Group Inc 3,730

21-Nov-11 P Alleghany Corporation Transatlantic Holdings Inc 3,686

20-Jun-11 P The PNC Financial Services Group Inc RBC Bank (USA) Royal Bank of Canada 3,450

13-Jun-11 L Allied World Assurance Company Holdings AG Transatlantic Holdings Inc 3,192

22-Nov-11 P IPIC Group Ltd Bank of America Corporation (4.93% Stake) 3,000

21-Dec-11 P Tokio Marine Holdings Inc Delphi Financial Group Inc 2,791

31-May-11 P Intact Financial Corporation AXA Canada Inc AXA SA 2,665



16

finAnciAL servicesM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

20112010200920082007200620050.5 0.5 0.4 0.4 0.2 0.2 0.1

168.4

7.87.97.1

150.0

6.45.8

74.5

5.36.8

101.2

61.6

158.3

12.18.67.3

145.2

8.410.97.2

2.73.2

4.0

3.7

2.4 1.45.64.5

0

50

100

150

200

250

300

350

400

450

500

550

2011201020092008200720062005

47

2244

59

165

125

40

80

38

3318

190

23

65

2218

252

231642

80

32

36

24

216274

26

61

36

56

168

54

45

134

64

24

156

67

192

43

10 13

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

100,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

20

40

60

80

100

120

140

160

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant industry of the target is the Financial Services sector.

17


finAnciAL servicesFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E 2011


Number of Deals



7 3 JPMorgan 19,032 17




- 7 Centerview Partners 15,720 4

- 8 ING 9,100 2



3 11 Citigroup 7,111 13

44 12 CIBC World Markets 6,612 3


27 14 Keefe, Bruyette & Woods 4,381 41

- 15 National Bank Financial 4,185 4


10 17 HSBC 4,011 4


28 19 Lazard 3,952 3

13 20 TD Securities 3,805 2

y/E 2010

y/E 2011


Number of Deals






7 6 JPMorgan 19,032 17



9 9 Citigroup 7,111 13



24 12 Raymond James & Associates 128 10

59 13 Financial Technology Partners 1,667 9


16 15 Stifel, Nicolaus & Company 136 8

21 16 Hovde Financial 46 7



93 19 IBI Corporate Finance 1,595 5

28 20 Jefferies & Company 919 5

y/E 2010

y/E 2011


Number of Deals




44 4 Mayer Brown 26,345 13





10 9 Herbert Smith/Gleiss Lutz/Stibbe 16,577 6

- 10 Covington & Burling 16,463 4

25 11 Linklaters 14,834 10

- 12 Darrois Villey Maillot Brochier 12,712 3

13 13 White & Case 12,631 6

67 14 Milbank Tweed Hadley & McCloy 12,495 4

93 15 Hengeler Mueller 12,454 2

250 16 De Brauw Blackstone Westbroek 12,267 1


84 18 Morrison & Foerster 11,600 4



y/E 2010

y/E 2011


Number of Deals





23 5 Jones Day 4,740 18



9 8 Allen & Overy 8,216 14


17 10 Mayer Brown 26,345 13


58 12 Willkie Farr & Gallagher 8,617 12


5 14 Debevoise & Plimpton 10,767 11


16 16 Linklaters 14,834 10

34 17 Luse Gorman Pomerenk & Schick 325 10

12 18 Torys 5,510 9

20 19 Sidley Austin 5,452 9

13 20 Latham & Watkins 555 9

The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover the Financial Services sector.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, and include lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover the Financial Services sector.

DEAL DRIVERS – AMERICAS- INDUSTRIALS, MANUFACTURING & ENGINEERING

18 INDuSTrIALS, MANuFACTurING & ENGINEErING

industriALs, mAnufActuring & engineeringIndustrials M&A to remain strong as debt markets revive

Industrials M&A will remain robust this year, particularly in specialty manufacturing and other “value-added” segments, as mid-tier strategic buyers compete with private equity firms for deals and credit markets strengthen, said several industry sources.

Howard Lanser, managing director, mergers and acquisitions at Robert W. Baird, said the conditions that boosted M&A in 2011 remain in place, including trillions of dollars on corporate balance sheets, over US$400bn in uninvested private equity capital, and a strengthening credit market. The credit market saw a “nice recovery in November-December 2011,” with “good momentum into 2012,” he said.

Lanser said the industrials sector tends to recover later in the business cycle than other sectors, such as health care, technology, business services and consumer products, so there is now pent-up demand to sell. The median multiple for industrials companies has risen to 9x EBITDA from 8.4x in 2010, he added.

Scott George, managing director in Chicago of P&M Corporate Finance, a Michigan- based investment bank, said many companies restructured in 2011 and during the downturn that came before. Some of these organizations now have clean balance sheets and want to invest capital.

The US auto industry, in particular, has emerged healthier from a spate of restructurings. The “unnatural owners” of some of these companies--namely hedge funds, private equity firms and lenders--are expected to exit their investments this year, for sizeable amounts, said an automotive banker. However, strategic players will be hesitant to borrow heavily to finance automotive deals, the automotive banker said.

Even private equity firms, which have the financial wherewithal to execute billion dollar deals, are likely to be reticent about any transactions that require turning to

the loan markets. Private equity-backed deals have been notably weak in the auto sector, as evidenced by the cancellation of Cooper-Standard’s sale process and the reported cancellation of TI Automotive’s sale process. Auto companies with US$150m or more in EBITDA are less likely to be sold, as current industry multiples of between 6x and 8x EBITDA would price deals too high, the automotive banker said. Instead, most auctions will likely be in the mid-market range, similar in size to 3i’s US$154m purchase of Hilite International, he added. Both Cooper-Standard and TI Automotive have annual EBITDA in excess of US$250m.

Overall, however, leverage multiples are trending higher, Lanser said. For companies with more than US$50m in EBITDA, multiples are moving toward total debt of six times the target’s EBITDA versus 5.5x in the fourth quarter of 2011.

Jeff Drazan, managing partner at Bertram Capital, said activity has been pretty vibrant in the smaller industrials M&A market, particularly among companies with market capitalizations of less than US$250m. Going forward, he expects industrials companies with market capitalizations of more than US$1bn to become very acquisitive. Growth can be hard to come by for large industrials companies because they can be challenged for new product development, making acquisitions appealing, Drazan explained. Industrials companies have been forced to pay higher valuation multiples for companies in the last year or two to compete with private equity firms, Drazan noted.

In the defense sector, private equity firms are likely to rush to sell off portfolio companies amid government spending cuts, an industry source said. Potential targets among commercial aerospace companies include LMI Aerospace and Ducommun, the source said. Another one to keep an eye on is simulation technology company CAE, which could be a nice add-on for larger defense contractors, the industry source said. Valuations are down right now but are expected to rise as the year progresses, the source said.

In plastics, Bill Ridenour, president of Polymer TransAction Advisors, expects more private equity group deals given that banks are lending more than before (bank debt now funds 58% of middle market deals compared to 50% at the start of 2011). Strategic buyers will still be the price leaders especially on synergistic deals such as ColorMatrix, which was acquired by PolyOne in 2011, he said. The threat of a hike in the capital gains rate as the government tries to balance the budget will be a major incentive to sell, added Ridenour. In addition, US buyers are likely to invest more in India, a “hot” market with ready sellers, he added.

Higher-margin specialty manufacturing and niche manufacturing will be in demand, Lanser said. Meanwhile, basic materials and specialty chemicals will attract global interest with many private equity sponsors looking to exit holdings or add on to their platforms.

More US strategic players will target Europe, continuing a trend that began last year, Lanser noted. There was a significant increase in US acquisitions in Europe in 2011, the bulk of them by industrials companies, he said. European private companies, which are struggling as economies weaken and local banks tighten lending, are more open to being bought by US companies than other foreign entities. Typically, these transactions are worth betweeen US$100m and US$1bn, he said.

by Marlene Givant Star with additional reporting by Mary McGuire, Craig Barner, Sam Weisberg, Richard Tekneci and Mark Andress

19

DEAL DRIVERS – AMERICAS - INDUSTRIALS, MANUFACTURING & ENGINEERING

industriALs, mAnufActuring & engineeringTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


21-Sep-11 P United Technologies Corporation Goodrich Corporation 17,861

18-Jan-11 C Cargill Inc (Shareholders) The Mosaic Company (40% Stake) Cargill Incorporated 14,808

14-Mar-11 C Berkshire Hathaway Inc The Lubrizol Corporation 9,368

18-Jan-11 C Cargill Inc (Debtholders) The Mosaic Company (23.98% Stake) Cargill Incorporated 8,878

20-Jul-11 C Ecolab Inc Nalco Holding Company 8,138

10-Jan-11 C E. I. du Pont de Nemours and Company Danisco A/S 6,312

12-Jan-11 C ITT Corporation (Shareholders) Xylem Inc ITT Corporation 5,360

29-Mar-11 C GE Energy Converteam Group SAS (90% Stake) Equistone Partners Europe Limited; and LBO France 4,562

31-Mar-11 C Delphi Automotive Delphi Automotive LLP (Class A & Class C Membership Interest)

Pension Benefit Guaranty Corporation; and General Motors Company

4,394

17-Jun-11 C Reynolds Group Holdings Limited Graham Packaging Company Inc Blackstone Group LP 4,332

01-Jun-11 P Sealed Air Corporation Diversey Holdings Inc Clayton, Dubilier & Rice LLC; and Johnson family 4,262

11-Jul-11 P International Paper Company Temple-Inland Inc 4,167

23-Jan-11 C Rock-Tenn Company Smurfit-Stone Container Corp 3,953

13-Apr-11 L Silgan Holdings Inc Graham Packaging Company Inc Blackstone Group LP 3,940

31-May-11 C Ashland Inc International Specialty Products Inc 3,200



20

industriALs, mAnufActuring & engineeringM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

225

250

20112010200920082007200620050.9 1.0 1.1 0.7 0.7 0.5 0.7

43.6

8.39.89.5

64.8

9.97.17.9

72.7

7.87.5

53.5

118.4

12.78.6

99.8

12.812.99.6

211.4

14.210.510.2 3.7

4.12.5

4.8 4.90

100

200

300

400

500

600

700

800

900

1,000

1,100

2011201020092008200720062005

61

32

101

217

322

4428

77

169

451

93

281

75

3545

12077

121

3653

39

375334

56

3581

226

113

43

425

7439

224

65

489

116 718

23

24

27

23

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

1,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

100,000

110,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

25

50

75

100

125

150

175

200

225

250

275

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant industry of the target is the Industrials, Manufacturing & Engineering sector.

21


industriALs, mAnufActuring & engineeringFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E 2011


Number of Deals

1 JPMorgan 75,085 25



13 4 Lazard 46,162 29

5 5 Citigroup 43,621 15



- 8 Evercore Partners 18,410 10





- 13 Nordea Corporate Finance 9,580 2

79 14 Hawkpoint 7,534 2


45 16 SG 6,397 5

57 17 BNP Paribas 6,153 6

18 18 Blackstone Group 5,721 4

9 19 HSBC 5,387 8


y/E 2010

y/E 2011


Number of Deals


6 2 Lazard 46,162 29


5 4 JPMorgan 75,085 25








9 12 Citigroup 43,621 15

8 13 Harris Williams & Co 2,260 13

18 14 KPMG 998 12



- 17 Evercore Partners 18,410 10

25 18 M&A International 236 10


66 20 BDO 536 9

y/E 2010

y/E 2011


Number of Deals



6 3 Jones Day 41,358 52









30 12 Linklaters 24,854 10

26 13 Allen & Overy 21,167 15


46 15 Davies Ward Phillips & Vineberg 19,921 10

153 16 Alston & Bird 18,437 8

250 17 Crowell & Moring 17,901 3


20 19 Loeb & Loeb 14,721 4


y/E 2010

y/E 2011


Number of Deals

1 1 Jones Day 41,358 52



5 4 K&L Gates 1,359 24



8 7 DLA Piper 2,252 21





65 12 Dewey & LeBoeuf 40,111 16




23 16 Allen & Overy 21,167 15

9 17 Mayer Brown 5,730 15

20 18 CMS 1,586 15



The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover the following sectors: Automotive; Chemicals & Materials; Industrials- electronics; automation and products and services; and Manufacturing- other.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and include lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and cover the following sectors: Automotive; Chemicals & Materials; Industrials- electronics; automation and products and services; and Manufacturing- other.

DEAL DRIVERS – AMERICAS - ENERGy, MINING, OIL & GAS

22 ENErGY, MINING, OIL & GAS

energy, mining, oiL & gAs

Commodity prices to drive M&A as natural gas flags and crude stays king Low natural gas prices and high crude oil prices will continue to spur activity in 2012, much as it guided energy deal-making in 2011, industry sources said. The energy industry will remain one of the more vigorous markets for merger and acquisition activity in 2012, they said.

US natural gas prices continued to tumble in the second half of 2011, reaching 10-year lows on the NYMEX this January. Low demand and increasing supply will force big producers to pull back production and cut capital expenditures until prices rebound, said one banker. Oil-weighted assets and liquids-rich natural gas will continue to command a premium over standard dry gas, and natural gas properties will not likely be sold unless they are distressed, the banker said. Particular acquisition interest may fall on oil-weighted companies, such as Canadian oil sands company Connacher Oil and Gas, which recently announced a strategic alternatives process.

US natural gas players will continue to be incentivized to support liquefied natural gas (LNG) projects to take advantage of higher natural gas prices in Europe and Asia, said Bob Nimocks, an analyst with Zeus Consulting. Efforts on that front are led by Cheniere and Freeport LNG, and supported by production companies looking to diversify their end markets for oil and gas production. The entrance of independent oil and gas players including Apache, Anadarko, EOG Resources, and Hunt Oil into the LNG market in 2011 should propel more deals going forward in 2012, Nimocks said.

Asian companies continue to invest in North America as they seek resources for their growing economies and aim to capture North American production techniques. In addition to China and Korea, Japan will be “among the most active players - not just in North America but Latin America too,” according to Daniel Bartfeld, partner at Milbank and a member of the firm’s Project Finance Group.

private Equity pushPrivate equity deal flow and fundraising increased in 2011, with many of the largest buyout firms, including Blackstone, Apollo, TPG and Goldman Sachs raising funds and committing capital to energy. Riverstone and Apollo are reportedly considering a US$7bn bid for the exploration and production assets of El Paso, after its acquisition by pipeline company Kinder Morgan.

Onshore shales could see 2012 deal activity, as the highest quality acreage has already been snapped up and a number of companies will be looking for liquidity, whether in the form of joint ventures or sales, said Sean Moran, co-chair of the Buchanan Ingersoll & Rooney’s Energy Section and Oil & Gas Practice Group.

The Eagle Ford Shale in South Texas remains appealing to companies targeting oil and liquids-rich gas, although it’s unlikely to see a deal bigger than BHP Billiton’s US$14.8bn acquisition of Petrohawk in August 2011, which was largely driven by Petrohawk’s Eagle Ford position.

Canadian oil and gas activity was comparatively slow last year, but 2012 will be the year companies play catch-up and become acquisitive again, predicted a second industry banker. Profitable companies with oily profiles will be prompted to sell by their high valuations.

Consolidation in power and Utilities Despite a recent lull, the utilities sector saw “tons” of activity in 2011, something that is unprecedented in a highly regulated sector where deals typically take 12-18 months to close, said a power and utilities investment banker. He highlighted the Duke Energy/Progress Energy and Exelon/Constellation Energy deals as examples. “In the next several months, you’ll see some large M&A transactions announced,” he said.

Consolidation among utilities should continue, said Brian Tate, managing director and head of power and utilities at Wells Fargo Securities. Utilities will have more flexibility and access to capital, which

will help them fund increasing capital expenditure budgets driven by transmission investment, renewable energy projects, and environmental upgrades, said Tate.

Jeffrey Meyers, chair of Stroock’s energy and project finance practice, paints a less rosy picture. He doesn’t expect a great deal of corporate transactions in 2012 because of the lack of a national energy policy.

A utilities executive said that many companies are waiting on the M&A sidelines to see how regulators deal with larger deals before going down a similar path themselves. The Duke/Progress merger, announced in January 2011, and the Exelon/Constellation deal, announced in April 2011, still have to win regulatory approval before they can close.

By contrast, much activity in unregulated power generation is expected because several power plant portfolios will come up for sale as their debt comes due, Meyers said. The preference among most buyers is still to acquire contracted power plants in very liquid markets, but there will be some merchant generation changing hands when there are opportunities to do some hedging, Meyers said.

precious Metals Valuable in 2012Junior precious metal mining companies are likely to be targeted in 2012, with Canada, the state of Nevada, and African nations such as Guyana the areas of focus for majors, said a mining banker.

Silver especially has been “hot” since the middle of 2011, but financing for gold and silver miners dried up in the fourth quarter of 2011, said an analyst. In the face of this capital squeeze, junior developers sitting on multi-hundred million ounce resources could seek much larger joint venture partners, or will be forced to develop the deposits themselves. Mid-tier and major miners could be predatory regarding acquisitions.

by Hana Askren, Chad Watt, Mark Druskoff, Max Brett, Amanda Levin and Divya Balji

23


energy, mining, oiL & gAsTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date

Status Bidder Company Target Company Vendor Company Deal Value ($m)

16-Oct-11 P Kinder Morgan Inc El Paso Corporation 37,439

10-Jan-11 P Duke Energy Corporation Progress Energy Inc 25,825

14-Jul-11 C BHP Billiton Ltd Petrohawk Energy Corporation 14,760

13-Jan-11 C Marathon Oil Corporation (Shareholders) Marathon Petroleum Corporation Marathon Oil Corporation 14,667

28-Apr-11 P Exelon Corporation Constellation Energy Group Inc 10,410

16-Jun-11 P Energy Transfer Equity LP Southern Union Company 9,037

07-Feb-11 C ENSCO International Inc Pride International Inc 8,735

29-Jan-11 C Alpha Natural Resources Inc Massey Energy Company 8,156

25-Apr-11 C Barrick Gold Corporation Equinox Minerals Limited 7,384

23-Nov-11 C Kohlberg Kravis Roberts & Co; Itochu Corporation; Natural Gas Partners LLC; and Crestview Partners LP

Samson Investment Company The Schusterman family 7,200

01-Mar-11 C Western Power Distribution LLP (subsidiary of PPL Corporation) Western Power Distribution E.ON UK plc 6,506

03-Apr-11 L Minmetals Resources Limited Equinox Minerals Limited 6,410

19-Apr-11 C Temasek Holdings Pte Ltd; Chesapeake Energy Corporation; Public Sector Pension Investment Board; SBI Global Investment Co Ltd; and RRJ Capital

Frac Tech Services LLC 5,000

21-Feb-11 C BHP Billiton Ltd Chesapeake Energy Corporation (Fayette-ville shale assets)

Chesapeake Energy Corporation 4,750

20-Apr-11 C AES Corporation DPL Inc 4,658



24

energy, mining, oiL & gAsM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

225

250

275

300

20112010200920082007200620050.6 0.7 0.7 0.5 0.5 0.5 0.2

169.7

10.715.18.9

99.2

13.812.9

120.6

13.624.9

12.919.212.210.8

185.6

251.6261.2

21.69.47.9

229.5

15.214.28.2

5.35.8 6.1 6.00

50

100

150

200

250

300

350

400

450

500

550

2011201020092008200720062005

50

30

89

177

64

37

76

40

56

113

51

58

66

40

38

128

59

55

69

94

81

126

108

21

72

54

84

5896

54

58

61

175

70

83

56

94

43

89

171

48

68

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

100,000

110,000

Q411

Q3 11

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

10

20

30

40

50

60

70

80

90

100

110

120

130

140

150

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant industry of the target is the Energy sector.

25


energy, mining, oiL & gAsFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E 2011


Number of Deals




7 4 JPMorgan 73,920 22




9 8 Citigroup 55,703 33

19 9 Lazard 33,037 8






5 15 Tudor, Pickering, Holt & Co 18,821 18




18 19 GMP Securities 12,843 15

- 20 Loop Capital Markets 10,410 1

y/E2010

y/E2011


Number of Deals


16 2 Citigroup 55,703 33






9 8 JPMorgan 73,920 22









24 17 Simmons & Company International 3,783 13




y/E 2010

y/E 2011


Number of Deals



1 3 Vinson & Elkins 82,274 47


4 5 Baker Botts 59,628 20



- 8 Cravath Swaine & Moore 54,280 4


12 10 Dewey & LeBoeuf 46,199 16

13 11 Bracewell & Giuliani 43,355 15




88 15 Hunton & Williams 25,825 1

10 16 Alston & Bird 23,637 7

48 17 Allen & Overy 22,447 8

21 18 Jones Day 22,159 18


8 20 Osler, Hoskin & Harcourt 19,452 11

y/E 2010

y/E 2011


Number of Deals




10 4 Burnet Duckworth & Palmer 5,283 22


5 6 Baker Botts 59,628 20

19 7 Akin Gump Strauss Hauer & Feld 7,157 19



13 10 Jones Day 22,159 18


17 12 Andrews Kurth 13,176 17

24 13 Bennett Jones 10,249 17

65 14 Gowling Lafleur Henderson 5,163 17



31 17 Dewey & LeBoeuf 46,199 16

12 18 Fulbright and Jaworski 3,353 16



The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Energy, Mining, and Utilities- other.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and include lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Energy, Mining, and Utilities- other.

DEAL DRIVERS – AMERICAS - CONSUMER

26CONSuMEr

consumer

Consumer sector could see M&A uptick led by personal care and food, among other segments

The first half of the year could bring increased M&A activity among strategic players in the consumer sector, as major companies participate as both buyers of targets and sellers of underperforming assets, according to industry dealmakers.

In personal care, the first half of the year could see the logical strategic buyers participate in higher levels of M&A activity, said Richard Gersten, a partner at Tengram Capital. The personal care industry remains a healthy area of dealmaking as specialty channels drive growth and strategic players pay healthy prices for growing businesses, explained Gersten.

Global companies could become more visible as foreign buyers of US personal care companies, such as Japan’s Pola Orbis, which acquired Australian skincare brand Jurlique at the end of last year, seek to expand into new geographies. A number of large personal care and consumer products companies have captive brands they would like to divest, which could also drive deal activity in the first half, according to industry dealmakers.

Company breakups remain in style for the first half. The auction for footwear wholesaler and retailer Collective Brands is proceeding, but it is still uncertain whether the company will be sold in whole or in parts.

While acquirers in the apparel industry remain cautious, dealmakers expect brands in fast-growing categories such as outdoor clothing and action sports to drive M&A in the first half.

The food industry could also see an uptick in M&A in the first half, particularly among strategic buyers, said bankers. Large strategic players are targeting buys in emerging markets as they seek global expansion, with buyers such as Sara Lee and Heinz inking international deals within the last year.

Dealmakers still have their eyes on Kraft, which last summer announced plans to divide into two entities, one focused on its North American grocery assets and the other focused on its international snack business. Bankers are watching the company’s slower-growing North American grocery half, which could target a major domestic food player to add scale.

Privately held healthy or natural brands and prepared food makers continue to experience growth and could drive M&A in the first half. As has been typical of the last several years, private equity firms are expected to participate in targeting these companies.

On the retail front, volatile public markets could keep private equity owners who are ready to move on from realizing exits. Talk of retail take-privates by private equity has slowed some, although specialty retail is expected to remain a bright spot and the window is still open for fast-growing chains to change private equity hands in the first half. Restaurant deal flow appears to be holding up, with private equity interest remaining strong and strategic players such as Landry’s on the hunt for targets.

by Ellena kleinman

27


consumerTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


29-Jun-11 C CVC Capital Partners Limited; and Leonard Green & Partners LP

BJ's Wholesale Club Inc 2,609

05-Apr-11 P Diamond Foods Inc Procter & Gamble Company (Pringles snack business) Procter & Gamble Company 2,518

15-Aug-11 P Cargill Incorporated Provimi Holding BV Permira 2,167

12-Jun-11 C VF Corporation The Timberland Company 1,961

11-Nov-11 P Universal Music Group Inc EMI Group Limited (Recorded Music Division) EMI Group Limited 1,929

10-Nov-11 P Svenska Cellulosa Aktiebolaget SCA Georgia-Pacific LLC (European tissue operations) Georgia-Pacific LLC 1,796

11-Oct-11 C Canada Pension Plan Investment Board; and Ares Management LLC

99 Cents Only Stores 1,531

07-Nov-11 P Best Buy Co Inc Best Buy Mobile US (50% Stake) The Carphone Warehouse Group Plc 1,344

20-May-11 C Fila Korea Ltd; and Mirae Asset Maps Investment Acushnet Company Beam Inc 1,255

06-Dec-11 C Leucadia National Corporation National Beef Packing Company LLC (78.95% Stake) US Premium Beef 1,178

18-May-11 C General Mills Inc Yoplait SAS (51% Stake); and Yoplait Marques SAS (50% Stake)

PAI Partners 1,154

14-Dec-11 P The Coca-Cola Company Aujan Industries Co LLC (beverage business) (49% Stake)

Aujan Industries Co LLC 980

28-Jan-11 C Rank Group Limited Honeywell International Inc (Automotive Consumer Products Group)

Honeywell International Inc 950

23-Mar-11 C Colgate-Palmolive Company Sanex Unilever Plc 947

17-Dec-11 P MeadWestvaco Corp (consumer & office products business)

Acco Brands Corporation MeadwestVaco Corp 830



28

consumerM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

20

40

60

80

100

120

140

160

20112010200920082007200620050.6 0.5 0.5 0.2 0.3 0.2 0.3

131.6

6.05.16.4

111.2

7.44.1

36.053.1

3.9

22.2

4.64.3

81.6

8.95.46.1

131.0

9.87.24.4

2.83.8 2.23.52.5

2.94.0

0

50

100

150

200

250

300

350

400

450

500

550

600

2011201020092008200720062005

281631

134

71

190

26

1620

95

25

235

22

56

158

36

29

25

60

1628

73

27

17

222194

2734

132

47

37

228

362844

97

300

53

71213

14

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q4 05

Q305

Q205

Q105

0

10

20

30

40

50

60

70

80

90

100

110

120

130

140

150

160

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant industry of the target is the Consumer sector.

29


consumerFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E 2011


Number of Deals





7 5 JPMorgan 8,150 10

12 6 Citigroup 6,569 7





5 11 Lazard 4,101 8

10 12 Greenhill & Co 3,645 3

21 13 Nomura Holdings 3,559 5


44 15 HSBC 2,831 5



9 18 Allen & Company 2,326 2

31 19 Rabobank 2,294 12

27 20 PwC 2,266 4

y/E 2010

y/E 2011


Number of Deals






18 6 Rabobank 2,294 12



9 9 JPMorgan 8,150 10




3 13 Lazard 4,101 8

10 14 KPMG 1,190 8

23 15 Citigroup 6,569 7




28 19 M&A International 212 6


y/E 2010

y/E 2011


Number of Deals







238 7 Slaughter and May 4,869 4






63 13 SJ Berwin 3,763 6

26 14 Herbert Smith/Gleiss Lutz/Stibbe 3,735 4


227 16 Munger Tolles & Olson 3,460 2

53 17 Jones Day 3,217 16


83 19 Allen & Overy 2,877 5

36 20 Torys 2,728 4

31 20= Clifford Chance 1,601 1

y/E 2010

y/E 2011


Number of Deals



5 3 Jones Day 3,217 16






44 9 Bryan Cave 1,014 10

4 10 DLA Piper 885 10

11 11 Ropes & Gray 2,212 9

39 12 Morgan Lewis & Bockius 204 9

32 13 Paul Hastings 110 9

12 14 Dechert 2,417 8

80 15 McCarthy Tetrault 441 8






The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Consumer-retail, food and other.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and incude lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Consumer-retail, food and other.

DEAL DRIVERS – AMERICAS - TMT

30 TECHNOLOGY, MEDIA & TELECOM

technoLogy, mediA & teLecom (tmt)

Technology, Media and Telecommunications M&A expected to continue skyrocketing in 2012

Technology, media and telecommunications should remain one of the most active M&A sectors in 2012, although weak capital markets and low multiples could hinder some areas of deal activity.

Digital Media & Internet: Social media to dominate 2012Despite healthy 2011 deal flow in the digital media and Internet space, a lot of remaining companies need to be sold, said an industry banker. In social gaming, Facebook will be an active buyer, and Asian buyers such as Nexon, NHN and Tencent will be looking for a North American foothold. Companies such as iWin, KIXEYE, Storm8, TinyCo, and wooga are potential targets with good revenue traction, scale and management teams, he said.

In spite of Zynga’s lower than expected performance following its debut in the public markets, bankers anticipate Facebook’s IPO will be successful. But they are skeptical about how long that window will stay open for smaller players. “Sadly, I don’t think [the IPO market] is going to get better,” said David Siemer, founder and general manager of Siemer & Associates, a boutique investment bank focused on Internet and digital media companies. Flat capital markets will not be able to absorb all of the companies desiring an IPO, he predicted.

Many IPO filings saw high valuations after Groupon’s good showing in its November IPO; but some of them may soften after their initial offerings, as Zynga did, Jeff Dearth, partner at DeSilva & Phillips, said. Venture capitalists have higher expectations in a sale, so they will hold onto their portfolio companies or wait for another IPO window, he said.

Outside of the public markets, the ad network model is shifting and a lot of publishers are thinking about banding together to create their own ad networks to make more money, Dearth said. The downward prices in CPMs (cost per mille) are forcing publishers to find other solutions,

while ad networks will look for other content, such as ValueClick’s acquisition of Dotomi and Investopedia.

Telecommunications: All eyes on T-MobileTelecom M&A in 2011 was “dynamic,” said a second industry banker. Savvis and Hughes Communications were “world class businesses” that found buyers for US$2.7bn and US$1.9bn, respectively (Note: Savvis is tracked as a business services deal by mergermarket). Yet several auctions and agreements ended without deals. AT&T failed to acquire T-Mobile after its US$39bn deal was quashed by regulators. AboveNet and Telesat ran auctions, but appear to have balked on bid-ask issues. Depending on the health of the capital markets in 2012, these businesses could come up for sale again. Despite the broken merger between AT&T and T-Mobile, one could argue that the FCC’s analysis of that deal is a roadmap for how a buyer should approach an acquisition of T-Mobile, an industry lawyer said. Alternative buyers could include competitors such as Sprint, a consortium of mid-sized regional carriers, private equity, or a foreign competitor like Telefonica.

“DT (Deutsche Telekom) is very serious about selling T-Mobile,” the lawyer said, adding that there is a strong possibility a deal will get done in 2012. If so, DT needs to launch a sale process by the end of the first quarter, especially before the election.

Clearwire and Leap Wireless stand out as potential M&A targets for other buyers trying to expand their spectrum assets to cope with increasing bandwidth demands, the third banker said. LightSquared is also a potential spectrum target as it attempts to cope with interference issues along its satellite network, said a second industry lawyer.

Meanwhile, spectrum buyers may have to wait until 2013 or later to purchase US$25bn worth of spectrum that the US government hopes to sell, four lawyers said.

Traditional Media to recoverTV broadcast advertising is expected to show strong recovery in 2012 due to political spending. As a result, many TV chains that are owned by private equity or hedge funds will take the opportunity to sell at higher multiples in 2012 or 2013, said Lee Ann Gliha, an investment banker at Houlihan Lokey.

The newspaper market could see more deals once multiples rise, but that won’t happen until distressed assets are weeded out of the system, said a third banker. Multiple deals, including Gatehouse Media and Freedom Newspapers, are in limbo, the third banker said. Many newspapers are over levered and The Journal Register, which was acquired by Alden Global Capital, was the first cash deal to be done since 2007, Gliha said.

“Probably at least 50% of the daily newspaper owners of the country would like to sell their papers right now – and weeklies too - but the multiples are depressed,” the second banker said.

Software: The expanding cloudSoftware as a Service (SaaS) companies are aggressively increasing their market share by introducing businesses to cloud-based services, said Brian Mutert, CEO of Strategem Partnering, a boutique investment bank for software and Internet companies. Buyers will seek acquisitions to gain those customers and flesh out their service offerings, such as AT&T’s buy of Savvis and Verizon’s buy of Terremark, he said. VMware wants to maintain its leadership position, but Citrix has also made “interesting moves” to build its cloud position such as its buy of Cloud.com and ShareFile.

Solid state drive (SSD) companies include Nutanix, Virident Systems and Violin Memory, which previously told this news service it plans to go public in H1 2012.

by Monique Lewis, Sarah Cohen and Stuart Newman

31


technoLogy, mediA & teLecom (tmt)TOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


20-Mar-11 L AT&T Inc T-Mobile USA Inc Deutsche Telekom AG 39,000

10-May-11 P Microsoft Corporation Skype Global Sarl Silver Lake Partners; Canada Pension Plan Investment Board; ebay International AG; Andreessen Horowitz; and Joltid Limited

9,044

15-Aug-11 P Google Inc Motorola Mobility Holdings Inc 8,950

04-Apr-11 C Texas Instruments Incorporated National Semiconductor Corporation 6,281

15-Aug-11 P Time Warner Cable Inc Insight Communications Company Inc The Carlyle Group LLC; MidOcean Partners LLP; and Crestview Partners LP

4,687

21-Mar-11 C Liberty Global Inc Kabel Baden-Wuerttemberg GmbH & Co KG EQT Partners AB 4,495

04-May-11 C Applied Materials Inc Varian Semiconductor Equipment Associates Inc 4,331

07-Mar-11 P Western Digital Corporation Hitachi Global Storage Technologies Hitachi Ltd 4,250

12-Sep-11 P Broadcom Corporation NetLogic Microsystems Inc 3,449

14-Dec-11 P Lam Research Corporation Novellus Systems Inc 3,298

03-Dec-11 P SAP AG SuccessFactors Inc 3,273

06-May-11 C Access Industries Inc Warner Music Group Corp Bain Capital LLC; Thomas H. Lee Partners LP; and Private Investor (Edgar Bronfman, Jr.)

2,959

05-Jan-11 C Qualcomm Incorporated Atheros Communications Inc 2,741

10-Mar-11 C Cumulus Media Inc Citadel Broadcasting Corporation 2,463

01-Jul-11 C Kohlberg Kravis Roberts & Co; Silver Lake Partners; and Technology Crossover Ventures

The Go Daddy Group Inc (undisclosed stake) 2,250



32

technoLogy, mediA & teLecom (tmt)M&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

225

250

275

300

325

350

20112010200920082007200620051.7 1.5 1.2 1.0 0.7 0.9 0.7

229.1

18.013.512.8

125.4

10.0

85.377.4

12.4

84.0

14.39.110.6

286.2

15.317.014.6

171.3

21.514.512.4

7.66.98.96.8

5.56.34.7

0

100

200

300

400

500

600

700

800

900

1,000

2011201020092008200720062005

66

52

80

305

194

232

62

27

215

112

303

4132

144

254

82

403571

160

81

474257

178

346385

90

44

104

329

161

65

297

69

61

83

297

320

135

19

14

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

25

50

75

100

125

150

175

200

225

250

275

300

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant industry of the target is the Technology, Media & Telecom sector.

33


technoLogy, mediA & teLecom (tmt)FINANCIAL ADVISOrS

LEGAL ADVISOrS



The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Computer- software, hardware and semiconductors; Telecommunications: Hardware; Internet/e-Commerce; Media; and Telecommunications: Carriers

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011 and include lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Computer- software, hardware and semiconductors; Telecommunications: Hardware; Internet/e-Commerce; Media; Telecommunications: Carriers

y/E 2010

y/E 2011


Number of Deals



1 3 JPMorgan 38,680 22





18 8 Citigroup 18,042 8


7 10 Lazard 16,823 15









61 19 Royal Bank of Scotland Group 4,495 1

- 20 Peter J Solomon Company 4,292 4

y/E 2010

y/E 2011


Number of Deals




5 4 JPMorgan 38,680 22






4 10 Pagemill Partners 415 16

18 11 Lazard 16,823 15

25 12 Morgan Keegan & Company 710 15





13 17 GCA Savvian Group 432 12


175 19 Financial Technology Partners 1,822 10


y/E 2010

y/E 2011


Number of Deals







- 7 Wiley Rein 39,134 3






18 13 Jones Day 22,770 45



47 16 DLA Piper 18,281 60





y/E 2010

y/E 2011


Number of Deals


1 2 DLA Piper 18,281 60



4 5 Jones Day 22,770 45

5 6 Fenwick & West 5,774 42

7 7 Cooley 1,846 41



17 10 Dewey & LeBoeuf 30,303 31


11 12 O'Melveny & Myers 9,963 25








30 20 Bingham McCutchen 4,769 19

DEAL DRIVERS – AMERICAS - LIFE SCIENCES & HEALTHCARE

34 LIFE SCIENCES & HEALTHCArE

Life sciences & heALthcAre

Healthcare M&A sets sights on 2014

While the uncertainty surrounding healthcare reform made M&A “headline oriented” in 2010 and early 2011, the M&A deals of late last year prepared companies for the healthcare marketplace of 2014, when consumers will have more options in purchasing services and treatments.

In 2014, health insurance exchanges will be introduced to the US market, forcing greater competition among insurers and providers. Significant transactions demonstrating the need to position for 2014 included Express Scripts’ plan to buy Medco Health Solutions for US$33.4bn, Gilead Sciences’ US$10.4bn bid for Pharmasset, and Cigna’s plan to expand in Medicare through its US$3.7bn purchase of HealthSpring.

Express Scripts and Medco recognize drug pricing pressures will increase with more competition when an estimated 12 million consumers will buy insurance off the exchanges, according to US Congressional Budget Office estimates. By combining forces, the two large pharmacy benefit companies can cut costs, offer support services in more locations, and gain more market share with the new providers. Express Scripts CEO George Paz told Congress following the deal announcement that the new company would “negotiate with drug companies and partner with independent pharmacies, grocery chains and others to create networks of pharmacies where patients -- not profits – come first.” The efforts would lead to lower drug prices, that are “far too high,” said Paz.

The Supreme Court is expected to rule on legal challenges to the 2010 healthcare reform bill by June 2012. The pending Supreme Court case and the US Presidential election later this year are unlikely to derail the healthcare reform movement already underway, according to healthcare executives. Earlier rulings, in which conservative and liberal judges supported the legislation, as well as the apparent tendencies of judges do

not point to a complete reversal of the bill, HealthNet CEO Jay Gellert told investors recently. The court appears to be split 4 to 4 on the merits of reform with Justice Anthony Kennedy as the swing vote. “And if anyone claims to know what Kennedy is thinking, they are probably wrong,” quipped Gellert.

The court could rule on the legality of the most controversial issue – the requirement that all individuals purchase health insurance – and still leave the exchanges in place, noted Gellert. Under that scenario, an insurer such as HealthNet still could prepare to participate in new programs that expand Medicaid coverage to 2 million people in California, added Gellert.

The potential for a new administration in 2013 also won’t be likely to change the course of reform. Mitt Romney, the anticipated Republican nominee, could change how some healthcare services are adminstered, but not likely too many, said Ann Lamont, a managing partner at Oak Investment Partners, which has exited several healthcare service companies in the last two years. Future changes in the healthcare system likely will be driven by the market and efficient commercial operations, once patients become true consumers, said Lamont. For example, patients – rather than the patient’s employer – will be able to decide on which insurance to purchase once the exchanges are introduced. Patients also could receive a flat sum to have certain services performed, such as a hospital-administered diagnostic test. The patient would then choose a hospital with the price closest to that sum, rather than having the test completed by a hospital recommended by the insurer. A new administration will not influence such market changes, predicted Lamont.

In pharmaceuticals, drug companies likewise are preparing for future growth markets and plan to be less reliant on blockbuster drugs, said one biotech executive who closed a deal in 2011.

Gilead and Bristol-Myers Squibb, like many drug companies with considerable cash, are preparing for the markets of the future and not relying on legacy blockbuster drugs, said the biotech executive. Gilead, which already owned a significant market share in the HIV and hepatitis markets, observed the success of Vertex in introducing a novel hepatitis C treatment in early 2011. Gilead then bid a hefty premium to Pharmasset’s stock price in November, giving investors pause. Yet two months later, Bristol-Myers Squibb bid US$2bn for Inhibitex, another company developing a promising hepatitis C treatment. The deals partly were driven by the fact that hepatitis is a chronic disease and patients will require treatment on a continual basis, said the biotech executive.

In medical devices, cross-border deals were significant as Johnson & Johnson paid US$21.2bn to buy Synthes, FujiFilm paid US$778m to acquire SonoSite, and Shire paid US$744m for Advanced BioHealing.

In another large cross-border deal, Teva outbid the specialty pharmaceutical company Valeant to acquire Cephalon for US$6.2bn. Southern California-based Valeant followed that rejection by acquiring dermatology units from Sanofi and Janssen Pharmaceuticals, respectively, as well as drug companies in Eastern Europe and Australia. Valeant now plans to acquire one additional platform company outside of the US in 2012, where it anticipates more growth and expects it can leverage its specialty sales force, according to company executives.

by William Langbein

35


Life sciences & heALthcAreTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


21-Jul-11 P Express Scripts Inc Medco Health Solutions Inc 33,430

27-Apr-11 P Johnson & Johnson Synthes GmbH 21,191

21-Nov-11 C Gilead Sciences Inc Pharmasset Inc 10,367

07-Feb-11 C Danaher Corporation Beckman Coulter Inc 6,724

02-May-11 C Teva Pharmaceutical Industries Ltd Cephalon Inc 6,171

13-Jul-11 C Apax Partners LLP; Canada Pension Plan Investment Board; and Public Sector Pension Investment Board

Kinetic Concepts Inc 5,663

24-Oct-11 P Cigna Corporation HealthSpring Inc 3,734

19-May-11 C Thermo Fisher Scientific Inc Phadia AB Cinven Limited 3,535

03-Oct-11 C The Carlyle Group LLC; and Hellman & Friedman LLC

Pharmaceutical Product Development Inc 3,416

14-Feb-11 C Clayton, Dubilier & Rice LLC Emergency Medical Services Corporation 2,914

07-Mar-11 C Terumo Corporation CaridianBCT Holding Corp Gambro AB 2,625

11-Apr-11 C Endo Pharmaceuticals Holdings Inc American Medical Systems Holdings Inc 2,537

04-Apr-11 C Kohlberg Kravis Roberts & Co Capsugel Pfizer Inc 2,375

22-Jun-11 C DENTSPLY International Astra Tech AB AstraZeneca Plc 1,800

01-Jul-11 C Trinity Health Corporation Loyola University Health System Loyola University Chicago 1,780



36

Life sciences & heALthcAreM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

20

40

60

80

100

120

140

160

180

200

20112010200920082007200620050.6 0.6 0.7 0.5 0.4 0.4 0.4

4.84.6

2.9 4.13.1

4.1

52.6

8.26.45.5

63.3

6.9

179.0

6.2

73.6

7.5

100.5

10.27.46.8

167.4

8.07.16.2

106.5

12.37.05.3

0

50

100

150

200

250

300

350

400

450

500

2011201020092008200720062005

3025

43

132

63

104

1920

29

109

51

134

201821

74

114

40

3423

42

102

92

48

29

36

45

212173

41

21

41

145

64

38

126

49

36

45

134

123

74

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

10

20

30

40

50

60

70

80

90

100

110

120

130

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant industry of the target is the Life Sciences & Healthcare sector.

37


Life sciences & heALthcAreFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E2011


Number of Deals


3 2 JPMorgan 52,702 27



11 5 Citigroup 41,246 15

8 6 Lazard 39,564 12

- 7 Foros 33,430 1









- 16 Mizuho Financial Group 2,950 2


15 18 Guggenheim Partners 2,375 2



y/E 2010

y/E 2011


Number of Deals


2 2 JPMorgan 52,702 27





10 7 Citigroup 41,246 15

8 8 Cain Brothers 431 14

3 9 Lazard 39,564 12








29 17 Robert W. Baird & Co 512 8

11 18 Piper Jaffray & Co 879 7

35 19 Oppenheimer & Co 567 7

38 20 Canaccord Genuity 324 7

y/E2010

y/E2011


Number of Deals








43 8 Dechert 35,354 6



5 11 Linklaters 27,656 5



262 14 Homburger 21,301 2


- 16 Pestalozzi Attorneys at Law 21,191 1





y/E 2010

y/E2011


Number of Deals


2 2 Ropes & Gray 6,977 24



7 5 DLA Piper 3,233 23

3 6 Jones Day 7,917 22



12 9 McDermott Will & Emery 787 18


17 11 Dewey & LeBoeuf 67,057 15




20 15 Goodwin Procter 836 14

6 16 K&L Gates 390 14


36 18 Squire Sanders 1,687 13


21 20 Cooley 3,609 12

The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Biotechnology; Medical; and Pharmaceuticals.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/20111 and include lapsed and withdrawn deals.The tables are based on advice to a North American bidder, target or vendor and are based on the following sectors: Biotechnology; Medical; and Pharmaceuticals.

DEAL DRIVERS - CANADA

38CANADA

cAnAdA

Canada M&A likely to increase in 2012; gold and base metal mining to be particularly active

Led by its stalwart resource sector, Canada M&A should catapult in 2012 above 2011 levels, experts agreed. Larger strategic players armed with cash, and small- and mid-market companies finding access to capital markets relatively constrained, should drive 2012 increases in both M&A value and volume, according to the experts. Constrained capital markets could also lead to an increase in private equity M&A activity, particularly in energy and energy infrastructure, the experts said. Real estate companies, and utilities, already performing well in the market, might use their strong share prices as currency for 2012 M&A, said the experts. Canadian banks have opportunities for buying distressed assets in the USA and Europe, said Mike Boyd, managing director and head of M&A at CIBC World Markets. The technology and biotech sectors should also see activity, said Boyd. Lower valuations in the mining sector should spur M&A activity, with gold and base metal mining being particularly active in 2012, predicted Boyd. Gold producers have built their balance sheets and thus are in a position to add to resources through M&A, explained Daryl Hodges, president and CEO of Jennings Capital. For larger mining companies, buying an explorer could be cheaper than exploring for resources, thus sparking M&A, said Scott Samuel, head of investment banking at Octagon Capital. There will be a number of IPOs of potash and phosphate companies in the first half of 2012 and of a number of iron ore miners throughout the year, predicted Samuel. Producers whose projects are considered technically solid could borrow or raise capital through off-take agreements, he explained. A number of private equity firms, as well as other funds, could liquidate gold bullion holdings and use the proceeds to take gold miners private, Samuel said.

Despite uncertainty as to pipeline construction for Alberta’s oil sands, there likely will be strong demand for oil sands assets, particularly from Asian buyers, said Boyd. China will continue deal making in Canadian mining and energy, and this will include takeovers, partnerships and off-take agreements, said Samuel. Korea also will be interested in Canadian commodity-related deals, he said. Mergers of smaller shale gas companies are also likely to occur in 2012, as oil companies will be selective in investments in shale gas extraction activities due to the capital intensive nature of such activity, said Hodges. Additionally, there will be ongoing consolidation among oil companies in Western Canada, Hodges said. One sector that is unlikely to see big M&A deals are life insurers, which are struggling with low interest rates, said Boyd. Increased regulation and capital requirements for all regulated financial institutions will be an important M&A consideraton in that sector in 2012, Boyd added.

Canadian M&A started 2011 at a healthy pace, but then saw a marked slowdown in the second half, due to chilling effects of the US treasury debt downgrade and the European debt crisis, said the experts. They agreed that absent those types of factors, M&A throughout 2012 should maintain the healthy pace seen in the first half of 2011.

by Ron Mandel

39


cAnAdATOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


25-Apr-11 C Barrick Gold Corporation Equinox Minerals Limited Energy, Mining, Oil & Gas 7,384

03-Apr-11 L Minmetals Resources Limited Equinox Minerals Limited Energy, Mining, Oil & Gas 6,410

28-Feb-11 L Equinox Minerals Limited Lundin Mining Corporation Energy, Mining, Oil & Gas 4,614

11-Jan-11 C Cliffs Natural Resources Inc Consolidated Thompson Iron Mines Ltd Energy, Mining, Oil & Gas 4,330

12-Jan-11 L Inmet Mining Corporation Lundin Mining Corporation Energy, Mining, Oil & Gas 3,937

09-Feb-11 L London Stock Exchange Plc TMX Group Inc Financial Services 3,795

25-May-11 P Maple Group Acquisition Corporation TMX Group Inc Financial Services 3,730

10-Oct-11 C China Petroleum & Chemical Corporation

Daylight Energy Ltd Energy, Mining, Oil & Gas 2,760

31-May-11 C Intact Financial Corporation AXA Canada Inc Financial Services AXA SA 2,665

20-Jul-11 C China National Offshore Oil Corporation Ltd

OPTI Canada Inc Energy, Mining, Oil & Gas 2,432

19-Dec-11 P Eldorado Gold Corporation European Goldfields Limited Energy, Mining, Oil & Gas 2,316

06-Dec-11 P KGHM Polska Miedz SA Quadra FNX Mining Ltd Energy, Mining, Oil & Gas 2,247

03-May-11 C Berkshire Partners LLC; and OMERS Private Equity Inc

Husky Injection Molding Systems Ltd Industrials, Chemicals & Engineering

Onex Partners LP 2,100

03-Feb-11 C Newmont Mining Corporation Fronteer Gold Inc Energy, Mining, Oil & Gas 2,088

20-Jun-11 C Atlantic Power Corporation Capital Power Income LP Energy, Mining, Oil & Gas 1,797


MIx OF DEALS bY INDuSTrY SECTOr

Industrials, Chemicals & Engineering

Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Agriculture

Defense

7.4%

10.4%

1.0%

1.8%

2.2%

5.3%

64.8%

2.3%

1.3%

3.2%0.3%

15.6%

6.6%

10.1%

7.0%

2.2%1.5%

27.0%

8.1%

2.6%

1.8%

13.2%

4.2%

VALUE VOLUME

DEAL DRIVERS – CANADA

40

cAnAdAM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

20112010200920082007200620051.0 1.1 0.8 0.8 0.6 0.7 0.5

62.5

7.68.87.9

72.1

7.97.45.5

54.0

6.86.06.2

52.5

13.8

52.0

8.810.45.4

8.55.5

108.2

11.26.77.2

162.3

12.810.67.3

0

50

100

150

200

250

300

350

400

450

500

550

600

650

2011201020092008200720062005

302250

179

111

98

312345

129

80

147

242038

133

118

64

3738

50

126

59

2433

119

50

170159

72

31

45

161

113

43

112

68

36

66

161

144

82

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

10

20

30

40

50

60

70

80

90

100

110

120

130

140

150

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in Canada.Industry sector is based on dominant industry of target.

41


cAnAdAFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E2011


Number of Deals








2 8 JPMorgan 16,970 9




7 12 Citigroup 9,170 12


38 14 Lazard 6,945 6






91 20 Greenhill & Co 3,247 3

y/E 2010

y/E 2011


Number of Deals








19 8 KPMG 225 16






21 14 Citigroup 9,170 12


16 16 Cormark Securities 2,381 11

15 17 FirstEnergy Capital 1,816 11


18 19 Peters & Co 1,341 10

13 20 JPMorgan 16,970 9

y/E2010

y/E2011


Number of Deals


12 2 Torys 31,075 39




46 6 Allen & Overy 18,508 7



23 9 Norton Rose 15,036 26


16 11 Goodmans 13,578 26

21 12 Cassels Brock & Blackwell 13,173 16


18 14 Fraser Milner Casgrain 11,524 14





41 19 Clayton Utz 8,422 3

38 20 Freehills 8,303 6

y/E 2010

y/E 2011


Number of Deals





7 5 Torys 31,075 39



5 8 Fasken Martineau Dumoulin 7,491 29


6 10 Norton Rose 15,036 26

10 11 Goodmans 13,578 26

11 12 Burnet Duckworth & Palmer 5,316 24

9 13 Borden Ladner Gervais 4,772 23

51 14 Miller Thomson 6,168 21

14 15 Cassels Brock & Blackwell 13,173 16

13 16 Fraser Milner Casgrain 11,524 14




15 20 McMillan 4,839 11

The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a Canadian bidder, target or vendor.

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, including lapsed and withdrawn deals. The tables are based on advice to a Canadian bidder, target or vendor.

DEAL DRIVERS – WEST

42WEST

west

Technology and financial services to drive West Coast M&A

West Coast dealmaking in 2012 should pick up again following a couple of slow quarters, particularly in the technology and financial services sectors, said several dealmakers.

Private equity firms expect another solid year of dealmaking. Steven Yager, senior managing director at Los Angeles-based The Gores Group, said he expects a balanced year with exits at three or four of his portfolio companies and perhaps four or five acquisitions of new platform companies. These anticipated deals are in addition to any acquisitions by portfolio companies at Gores. Financing is readily available again, Yager said, with private equity firms able to land twice as much debt as equity. Gores is also flush with cash, having raised US$2.1bn for its third fund and US$400m for a small-cap fund, and it is able to write equity checks of up to US$400m. “Consumer retail has been very busy. We expect to see a couple more deals there,” said Yager. Other sectors in which Gores expects deals in 2012 are technology and industrials, particularly in automotive, said Yager.

In technology, few IPOs are expected beyond Facebook’s in the second quarter. Nonetheless, a record number of companies are waiting to go public, having previously filed registration papers, including the likes of Yelp, Kayak Software, and Gamefly. Yager said he expects to see more deals in technology given that sellers’ expectations on valuation are more realistic and given that investors are now more willing to put two or three properties together.

Further consolidation is expected in semiconductors, particularly among West Coast companies specializing in Ethernet networking, long-haul infrastructure, microprocessors, and wireless networking, according to an industry consultant. “There are smaller companies that have not done a lot in the last four or five years and some sort of consolidation probably

will help them,” said the consultant. Broadcom, Marvell, Qualcomm and Intel likely will pick up smaller players in several of these market segments.

Cavium, a microprocessor company, might be attractive to Marvell Technology and Qualcomm following the US$3.4bn acquisition of its peer NetLogic Microsystems by Broadcom last fall.

Several of the West Coast’s medium-sized semiconductor companies, such as AppliedMicro, Vitesse, PMC-Sierra, Ikanos, and Exar, have been unable to increase revenue despite growth in the market, and these may decide to merge with each other, according to the consultant. Several others, such as Chelsio and Cortina Systems, have created a large enough revenue stream to go public and will be evaluating their options for an IPO or merging with a large vendor.

Pent-up demand in financial services is finally expected to be unleashed in 2012, following a disappointing 2011, according to one West Coast banker. “There are lots of early-stage merger discussions going on,” he said. Those that acquired distressed banks in government-assisted deals in the past likely will re-engage in normal M&A activity this year. Potential acquirers include OpusBank, PacWest Bancorp, Grandpoint Capital, and Columbia Banking System. Sellers will feature many of the smaller banks whose boards and management teams are approaching retirement. Valuations are a far cry from before the 2008 financial crisis, when banks commonly sold for three times book value, but sellers’ expectations have dropped to be more in line with the 1.25x book value that buyers are now willing to pay for healthy banks, noted the banker.

Cleantech companies in Silicon Valley have shown much promise, but often disappoint when providing exits for investors. That was true in 2011. Several West Coast leading lights filed for IPOs last year but have yet to go public, including BrightSource Energy, Enphase, and Silver Spring Networks. Others have raised prodigious amounts

of venture capital and are primed for an exit, such as Fisker Automotive, Stion and Miasole. Given the poor state of the solar sector because of global overcapacity, few bankers can envisage an exit for thin-film solar start-ups Stion or Miasole beyond partnering with a cash-rich Asian manufacturer. Areas to watch, however, continue to be energy storage, energy efficiency and bioefuels.

The West Coast’s biotech industry is expecting a year of average deal activity, following a largely unremarkable 2011. Gilead’s US$10.3bn purchase of Pharmasset was the landmark life science investment of 2011. Large biopharmaceutical companies like Gilead will continue to seek acquisitions of promising startups on the West Coast, according to biotech executives.

West Coast dealmakers are hoping to build on a largely disappointing 2011 for technology, financials and cleantech. The great hope is that after four economically-stagnant years, companies in various sectors will be sufficiently frustrated to finally uncork a vintage year of dealmaking. Yet a steady increase is probably closer to reality.

by Mark Andress

43


westTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


20-Mar-11 L AT&T Inc T-Mobile USA Inc TMT Deutsche Telekom AG 39,000

31-Jan-11 C AMB Property Corporation ProLogis Real Estate 14,833

28-Feb-11 C Ventas Inc Nationwide Health Properties Inc Real Estate 7,159

07-Feb-11 C Danaher Corporation Beckman Coulter Inc Life Sciences & Healthcare 6,724

04-Apr-11 C Texas Instruments Incorporated National Semiconductor Corporation TMT 6,281

07-Mar-11 P Western Digital Corporation Hitachi Global Storage Technologies TMT Hitachi Ltd 4,250

16-Dec-11 P United Rentals Inc RSC Holdings Inc Financial Services Oak Hill Capital Partners LP 4,120

12-Sep-11 P Broadcom Corporation NetLogic Microsystems Inc TMT 3,449

14-Dec-11 P Lam Research Corporation Novellus Systems Inc TMT 3,298

03-Dec-11 P SAP AG SuccessFactors Inc TMT 3,273

14-Feb-11 C Clayton, Dubilier & Rice, LLC Emergency Medical Services Corporation Life Sciences & Healthcare 2,914

05-Jan-11 C Qualcomm Incorporated Atheros Communications Inc TMT 2,741

07-Mar-11 C Terumo Corporation CaridianBCT Holding Corp Life Sciences & Healthcare Gambro AB 2,625

10-Mar-11 C Cumulus Media Inc Citadel Broadcasting Corporation TMT 2,463

01-Jul-11 C Kohlberg Kravis Roberts & Co; Silver Lake Partners; and Technology Crossover Ventures

The Go Daddy Group Inc (undisclosed stake) TMT 2,250




Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Agriculture

Defense

5.0%

8.1%

3.8%

2.8%

16.9%

1.2%

36.8%

6.6%

1.8%0.2%

16.4%

0.1%

0.3%

10.3%

9.0%

11.1%

1.1%

10.6%

6.3%

12.1%

31.0%

3.7%

0.9%

2.8%

0.6%

0.4%

VALUE VOLUME


44

westM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

225

250

275

300

325

350

20112010200920082007200620051.7 1.5 1.5 1.1 1.0 1.0 0.8

7.27.9

182.1

20.315.115.1

98.3

10.4

10.812.9

130.9

8.9

102.2

16.4

99.4

18.112.510.0

10.99.3

269.3

23.416.815.3

200.0

24.617.414.8

0

200

400

600

800

1,000

1,200

2011201020092008200720062005

6358

93

355

183

293

443185

250

118

456

4933

179

365

107

524468

208 234

5053

77

88

475499

103

64

102

351

159

79

419

81

69

105

342

427

163

26

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

100,000

110,000

120,000

130,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

020406080

100120140160180200220240260280300320340

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in West.Industry sector is based on dominant industry of target.

45


westFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E2010

y/E 2011


Number of Deals



2 3 JPMorgan 66,346 37




6 7 Lazard 28,634 32



14 10 Citigroup 20,958 18











y/E 2010

y/E 2011


Number of Deals



6 3 JPMorgan 66,346 37



8 6 Lazard 28,634 32









16 15 Citigroup 20,958 18


13 17 GCA Savvian Group 1,323 18



25 20 Robert W. Baird & Co 920 17

y/E2010

y/E2011


Number of Deals










251 10 Wiley Rein 39,000 1



17 13 Dewey & LeBoeuf 29,897 39

12 14 Jones Day 29,834 64





42 19 DLA Piper 18,458 79

44 20 Proskauer Rose 17,940 7

y/E 2010

y/E2011


Number of Deals




2 4 DLA Piper 18,458 79

3 5 Jones Day 29,834 64

7 6 Fenwick & West 10,031 52


10 8 Cooley 3,921 47


11 10 K&L Gates 1,686 40

19 11 Dewey & LeBoeuf 29,897 39





13 16 O'Melveny & Myers 8,965 32





The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a US (West) bidder, target or vendor. States: Alaska, Arizona, California, Colorado, Hawaii, Idaho, Montana, Nevada, New Mexico, Oregon, Utah, Washington, Wyoming

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, including lapsed and withdrawn deals. The tables are based on advice to a West Coast bidder, target or vendor. States: Alaska, Arizona, California, Colorado, Hawaii, Idaho, Montana, Nevada, New Mexico, Oregon, Utah, Washington, Wyoming

DEAL DRIVERS – MIDWEST

46MIDWEST

midwest

Middle market should be ‘center stage’ in Midwest M&A; pE divestitures could also play key role

Fundamentals point to healthy M&A in the Midwest US for 2012, with middle market transactions expected to lead the way, regional experts predict.

Industrials, technology, healthcare, and consumer food segments should be particularly active, and even sectors that struggled most during the economic downturn, such as housing, construction and parts of financial services, could see improvement, according to the experts.

Price stability and the accessibility of credit markets should drive 2012 deals, said the experts. Private equity divestitures of portfolio holdings that were hard to sell in recent years should also drive deals in the Midwest, the experts said.

Middle market transactions in the core US$100m to US$500m range “will be center stage,” in the Midwest US in 2012, said Mike Slattery, central regional managing partner of the Midwest US Mergers & Acquisitions Transaction Services Group of Deloitte. “You’ll still see the potential for the large iconic public-to-public transaction, but in the broader central region, the middle market sweet spot will be significant.”

“The Midwestern middle market, US$25m-US$500m, should be strong” in 2012, said Craig Miller, CEO of the Chicago chapter of the Association for Corporate Growth, an M&A organization. “There is growing confidence in the economy here,” and thus, 2012 should be stronger for Midwest M&A than 2011, Miller said.

The impending 2014 full implementation date for health care reform legislation should be a catalyst for M&A in healthcare, which is a prominent sector in the Midwest, said Miller and Slattery. But factors such as medical device innovations and better ways to document treatments will also drive deals. “We see life sciences being very active,” said Slattery, adding that the desire for continuing

strategic growth and new products should result in “continuing pharma consolidation” in 2012.

Within industrials, the drive for growth and operational efficiencies could push manufacturing deals this year, said Slattery, adding that the agriculture sector could see the same. Consumer foods M&A could be particularly active in staples, which is less dependent on the state of the economy, and in organic and healthier food alternatives, due to growing demand, said a Midwest-based industry executive. An executive with a large technology company based in the region said that while larger deals such as the 2011 acquisition by Google of Libertyville, Illinois-based Motorola Mobility tend to garner media attention, the middle market deal ranges cited by Miller and Slattery could be where M&A action is centered in 2012.

Both Slattery and Miller cautioned that overriding world events, such as European debt issues, could dampen what is expected to be an otherwise solid deal environment in 2012. “Debt markets are key, and can be sensitive to world events,” Slattery said. He noted that world events caused a dramatic pullback in US M&A in August and September of 2011.

Slattery said 2011 was a “solid” though some say “dysfunctional” M&A year, that could have been a “great year” if world events had not intervened. M&A activity picked up as 2011 ended and that is more of the type of environment expected for 2012, according to Slattery and Miller.

Miller said that as 2011 progressed, even slow M&A sectors such as real estate and construction saw increased M&A activity. “If you’d have asked me three or six months ago, I would have said these sectors would be slow in 2012, but as 2011 unfolded, we saw a pick-up there too,” said Miller. “Those sectors have picked up, and could catch up in 2012.”

by Mark Eissman

47


midwestTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


18-Jan-11 C Cargill Inc (Shareholders) The Mosaic Company (40% Stake) Industrials, Chemicals & Engineering

Cargill Incorporated 14,808

13-Jan-11 C Marathon Oil Corporation (Share-holders)

Marathon Petroleum Corporation Energy, Mining, Oil & Gas Marathon Oil Corporation 14,667

14-Mar-11 C Berkshire Hathaway Inc The Lubrizol Corporation Industrials, Chemicals & Engineering

9,368

15-Aug-11 P Google Inc Motorola Mobility Holdings Inc TMT 8,950

18-Jan-11 C Cargill Inc (Debtholders) The Mosaic Company (23.98% Stake) Industrials, Chemicals & Engineering

Cargill Incorporated 8,878

20-Jul-11 C Ecolab Inc Nalco Holding Company Industrials, Chemicals & Engineering

8,138

12-Jan-11 C ITT Corporation (Shareholders) Xylem Inc Industrials, Chemicals & Engineering

ITT Corporation 5,360

20-Apr-11 C AES Corporation DPL Inc Energy, Mining, Oil & Gas 4,658

31-Mar-11 C Delphi Automotive Plc Delphi Automotive LLP (Class A & Class C Membership Interest)


Pension Benefit Guaranty Corporation; and General Motors Company

4,394

01-Jun-11 C Sealed Air Corporation Diversey Holdings Inc Industrials, Chemicals & Engineering

Clayton, Dubilier & Rice, LLC; and Johnson family

4,262

23-Jan-11 C Rock-Tenn Company Smurfit-Stone Container Corp Industrials, Chemicals & Engineering

3,953

27-Apr-11 C CenturyLink Savvis Inc Business Services Welsh, Carson, Anderson & Stowe 2,706

11-Apr-11 C Endo Pharmaceuticals Holdings Inc American Medical Systems Holdings Inc Life Sciences & Healthcare 2,537

05-Apr-11 P Diamond Foods Inc Procter & Gamble Company (Pringles snack business)

Consumer Procter & Gamble Company 2,518

01-Jul-11 C Trinity Health Corporation Loyola University Health System Life Sciences & Healthcare Loyola University Chicago 1,780




Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Agriculture

Defense

49.0%

1.7%

0.3%

10.0%

3.7%5.5%

6.1%

15.6%

0.6% 1.5%

5.9% <1%

31.6%2.6%

1.9%

9.1%

12.5%

11.6%

11.5%

4.0%

3.1%

10.7%

0.6%

0.3%

0.5%

VALUE VOLUME


48

midwestM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

225

250

275

300

325

20112010200920082007200620050.8 1.0 1.0 0.6 0.4 0.6 0.5

7.4 3.94.8

4.67.8

5.19.7

3.47.5

103.6

14.410.59.2

146.1

10.9

96.8102.6

11.9

126.4

10.6

188.8

17.913.09.7

264.3

13.89.7

11.00

200

400

600

800

1,000

1,200

2011201020092008200720062005

4840

201

64

90

325

4431

156

63

383

8529

311

46

533447

111

334

59

115

592949

397

57

5281

234

112

69

373

853863

238

421

1099

22

25

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

100,000

110,000

120,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

25

50

75

100

125

150

175

200

225

250

275

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in Midwest.Industry sector is based on dominant industry of target.

49


midwestFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E2010

y/E 2011


Number of Deals

2 1 JPMorgan 107,032 38

11 2 Lazard 89,505 33


8 4 Citigroup 60,837 25






- 10 Foros 33,642 2




- 14 Loop Capital Markets 10,410 1

32 15 Wells Fargo Securities 9,048 8

- 16 Qatalyst Group 8,950 1





y/E 2010

y/E 2011


Number of Deals

5 1 JPMorgan 107,032 38



10 4 Lazard 89,505 33








13 12 Citigroup 60,837 25








45 20 PwC 2,524 11

y/E2010

y/E2011


Number of Deals









58 9 Dechert 45,653 18




21 13 Jones Day 29,668 65






32 19 Baker Botts 14,815 4

30 20 Loeb & Loeb 14,710 3

y/E2010

y/E2011


Number of Deals


2 2 Jones Day 29,668 65




7 6 DLA Piper 3,617 38



12 9 Dorsey & Whitney 3,776 31






8 15 Mayer Brown 7,846 24

37 16 Baker & Hostetler 2,438 24

17 17 Bryan Cave 2,887 23

52 18 Winston & Strawn 1,368 20

16 19 Ropes & Gray 2,750 19


The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The table are based on advice to a Midwest bidder, target or vendor. States: Illinois, Indiana, Iowa, Kansas, Michigan, Minnesota, Missouri, Nebraska, North Dakota, Ohio, South Dakota, Wisconsin

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, including lapsed and withdrawn deals. The tables are based on advice to a Midwest bidder, target or vendor. States: Illinois, Indiana, Iowa, Kansas, Michigan, Minnesota, Missouri, Nebraska, North Dakota, Ohio, South Dakota, Wisconsin

DEAL DRIVERS – SOUTH

50SOuTH

south

South’s M&A professionals see reasons to expect busy year, but also some question marks

Dealmakers in the South see the right conditions for a robust level of M&A activity in 2012: Interest rates remain relatively low for financing deals. Corporations and private equity firms collectively hold more than a trillion dollars in cash that they need to invest, and a soft stock market has left many small-cap public companies vulnerable to unsolicited takeover attempts.

But, as there is always a ‘but’, “there are still so many challenges out there, I don’t think there’s a universal feeling of exuberance,” said Allen Rogers, a managing director at Allen C. Ewing & Co., an investment bank based in Jacksonville, Florida, that focuses on southeastern community banks.

In community banking, the challenges are likely to be the motivators for deal-making, Rogers suggested. As banks struggle with anemic loan growth and increased compliance costs, they could begin surrendering to more widespread consolidation in 2012, which will require that sellers put aside concerns about depressed valuations.

Rogers suggested a major wave of consolidation might simply be waiting for the right trigger, both for community banks and other industries. “It may take a couple of catalytic events, such as a few big deals in the industry to get it started,” he said.

Beyond the financial services sector, a wide range of factors should motivate M&A activity this year. For example, the IPO market that looked somewhat promising in the first half of 2011 now looks weak for all but the biggest names (e.g. Facebook), said Ray Groth, managing director of Charlotte-based investment bank Fennebresque & Co. This shift means many of the venture capital-backed technology and life sciences companies that were thinking about IPOs a year ago might be more inclined to pursue a sale in 2012, he said.

Certain capital-intensive types of businesses also might notice the public debt markets have become more finicky than they once were, which could push some companies to consider M&A alternatives, perhaps including sectors such as energy and industrials, Groth added. Related to those, the realm of automotive suppliers could see opportunities for consolidation in 2012, as that industry comes off a good rebound in 2011, he said.

The industrials sector has become one of the more interesting spaces to watch for another Charlotte-based investment bank, McColl Partners, said Lorin DeMordaunt, a managing director at the firm. Middle-market industrials companies that are in good condition and avoided collapse during the recession are now seeing strong interest from buyers, despite the sector’s relatively cool streak of M&A activity in recent years, he said.

DeMordaunt also sees “a lot of positive dynamics” that set the stage for an active year ahead, “although we’re still not in the most robust economic environment,” he said. Nevertheless, companies that are performing well are attracting strong interest and receiving premium valuations both from strategic and private equity bidders, he observed. He contrasted this trend with the heady M&A days of 2006 and 2007, when targets of all types could attract interest. “The good, the bad and the ugly all got good air time,” he recalled. McColl serves as a sell-side advisor to clients around the US, with clients typically falling in the range of US$10m to US$20m in annual EBITDA.

Healthcare services and business services have been relatively active sectors for the South in the past year, Groth said, adding that he predicts those will continue to see activity. He noted that his firm typically advises companies with revenue or market caps under US$500m, with a primary focus in the Southeast.

DeMordaunt agreed that healthcare and business services remain active sectors for M&A and added that his firm is seeing a good amount of deal flow in the consumer and financial technology sectors as well.

“Overall, the outlook for M&A this year, I think, looks quite good,” Groth said, noting the one major obstacle he foresees is the European debt crisis, if it should spill over to affect the US business community or financial system further. “Absent Europe, or some other significant shock to the system, I think the outlook is good.”

by Chris Marr

51


southTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


16-Oct-11 P Kinder Morgan Inc El Paso Corporation Energy, Mining, Oil & Gas 37,439

10-Jan-11 P Duke Energy Corporation Progress Energy Inc Energy, Mining, Oil & Gas 25,825

21-Sep-11 P United Technologies Corporation Goodrich Corporation Industrials, Chemicals & Engineering 17,861

14-Jul-11 C BHP Billiton Ltd Petrohawk Energy Corporation Energy, Mining, Oil & Gas 14,760

28-Apr-11 P Exelon Corporation Constellation Energy Group Inc Energy, Mining, Oil & Gas 10,410

16-Jun-11 P Energy Transfer Equity LP Southern Union Company Energy, Mining, Oil & Gas 9,037

16-Jun-11 P Capital One Financial Corporation ING Direct USA Financial Services ING Groep NV 9,000

07-Feb-11 C ENSCO International Inc Pride International Inc Energy, Mining, Oil & Gas 8,735

29-Jan-11 C Alpha Natural Resources Inc Massey Energy Company Energy, Mining, Oil & Gas 8,156

12-Dec-11 P Martin Marietta Materials Inc Vulcan Materials Company Industrials, Chemicals & Engineering 7,411

23-Nov-11 C Kohlberg Kravis Roberts & Co; Itochu Corporation; Natural Gas Partners LLC; and Crestview Partners LP

Samson Investment Company Energy, Mining, Oil & Gas The Schusterman family 7,200

13-Jul-11 C Apax Partners LLP; Canada Pension Plan Investment Board; and Public Sector Pension Investment Board

Kinetic Concepts Inc Life Sciences & Healthcare 5,663

19-Apr-11 C Temasek Holdings Pte Ltd; Chesapeake Energy Corporation; Public Sector Pension Investment Board; SBI Global Investment Co Ltd; and RRJ Capital

Frac Tech Services LLC Energy, Mining, Oil & Gas 5,000

21-Feb-11 C BHP Billiton Ltd Chesapeake Energy Corporation (Fayetteville shale assets)

Energy, Mining, Oil & Gas Chesapeake Energy Corporation

4,750

17-Oct-11 C Statoil ASA Brigham Exploration Company Energy, Mining, Oil & Gas 4,520




Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Agriculture

Defense

6.6%

6.8%

11.5%

4.6%

2.6%

56.7%

7.0%

2.0%

0.2%

0.3% 0.1%

0.5%0.3%

12.1%

15.4%12.9%

16.6%

7.6%13.0%

12.7%

3.7%

1.7%

2.1% 0.9%

0.6% 0.6%

VALUE VOLUME


52

southM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

50

100

150

200

250

300

350

400

450

500

550

20112010200920082007200620052.0 1.5 1.5 1.2 0.9 0.8 0.9

12.9 7.011.8

10.9 10.3

12.8

264.9

17.822.319.3

145.2

19.513.7

159.4202.7

19.317.5

291.1

25.816.7

441.4

30.323.920.3

414.0

27.524.318.6

0

200

400

600

800

1,000

1,200

1,400

1,600

2011201020092008200720062005

8851

421

137

223

421

625278

281

126

600

75

48

446

171

108

10054

107

238 231

99

9974

102

556590

88

82

149

458

161

125

586

140

79

146

422

610

171

37

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

20,000

40,000

60,000

80,000

100,000

120,000

140,000

160,000

180,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

50

100

150

200

250

300

350

400

450

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in South.Industry sector is based on dominant industry of target.

53


southFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E2010

y/E 2011


Number of Deals




6 4 JPMorgan 131,962 53



2 7 Citigroup 77,805 42



9 10 Lazard 47,667 31










- 20 10,410 1

y/E 2010

y/E2011


Number of Deals



5 3 JPMorgan 131,962 53




9 7 Citigroup 77,805 42





8 12 Lazard 47,667 31







23 19 Morgan Keegan & Company 1,015 21


y/E2010

y/E 2011


Number of Deals













21 13 Jones Day 58,563 72

10 14 Baker Botts 56,256 26


11 16 Alston & Bird 42,304 37

285 17 Wiley Rein 39,024 2




y/E 2010

y/E 2011


Number of Deals



2 3 Jones Day 58,563 72

4 4 DLA Piper 8,818 72




8 8 Fulbright and Jaworski 5,074 44



22 11 King & Spalding 20,468 40



13 14 Alston & Bird 42,304 37


43 16 Squire Sanders 15,017 36

15 17 Dewey & LeBoeuf 69,831 35



11 20 K&L Gates 2,618 34

The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a Southern bidder, target or vendor. States: Alabama, Arkansas, Delaware, District of Columbia, Florida, Georgia, Kentucky, Louisiana, Maryland, Mississippi, North Carolina, Oklahoma, South Carolina, Tennessee, Texas, Virginia, West Virginia

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, including lapsed and withdrawn deals. The tables are based on advice to a Southern bidder, target or vendor. States: Alabama, Arkansas, Delaware, District of Columbia, Florida, Georgia, Kentucky, Louisiana, Maryland, Mississippi, North Carolina, Oklahoma, South Carolina, Tennessee, Texas, Virginia, West Virginia

DEAL DRIVERS – MID-ATLANTIC

54MID-ATLANTIC

mid-AtLAntic

Mid-Atlantic dealmakers ‘upbeat on M&A’, as sellers look to avoid future tax increases

Fear of federal budget cuts and the possibility of increased capital gains taxes, combined with an aging business owner population, are likely to motivate sellers and lead to increased M&A activity in the Mid-Atlantic region, according to industry experts.

Furthermore, deal flow should accelerate among the region’s oil and gas services companies as production increases in Pennsylvania’s Marcellus shale. Advisors are seeing a “percolation of deal opportunities” in the oil and gas sector, said Joe Golden, principal at The McLean Group, an investment bank in McLean, Virginia.

The Mid-Atlantic could also see more buy-side interest in M&A, as the region’s large defense/aerospace contractors, government services conglomerates and private equity firms start to spend cash that was largely hoarded during the recession, said Golden.On the buy-side, large companies are concerned with generating revenue growth. Public companies have pressure to meet quarterly earnings, and most have cash on their balance sheet, which equals a perfect formula for M&A, Golden said.

At the same time, small- to mid-sized sellers want to move their businesses to reduce risk. “We are pretty upbeat on M&A” in 2012, Golden said, as The McLean Group is working with “quite a few businesses that are cueing up to sell.”

As a personal motivator, many baby boomer business owners have a significant amount of their total worth tied up in their businesses and will look for liquidity as they prepare for retirement, Golden said.

Another fear for middle-market business owners is the possibility of a future capital gains tax increase, which could drive businesses to market in 2012. To sell a company worth US$20m to US$100m and have to pay an additional 5%, 10%, or 15% in capital gains tax would mean substantially lower net proceeds for the owner, said Golden.

Many businesses in the Mid-Atlantic also have a significant amount of their revenue tied into federal contracts, so fear of budget cuts is also pushing companies to sell, as owners try to reduce risk, he said.

Nevertheless, in the Mid-Atlantic, defense and government services could wait to initiate M&A until there is more political clarity, said Andrew J. Sherman, a partner in the M&A department at Jones Day. He said he is slightly bullish on this year’s M&A outlook. “Until we have a clear picture of the federal budget, budget cuts, who is in the White House, who is in control in Congress, will Congress break their deadlock in decision making, it is a difficult time to be investing capital or people or time in M&A,” he said. Sherman said 2012 could be an above-average year for M&A overall. But the terms of transactions will favor buyers, as valuations will be a little lower, “much to the chagrin of the sellers.” Nevertheless, it will not be so much of a buyer’s market that sellers will be “unwilling to dip their toe in the water,” Sherman said. Sherman and Golden agreed that non-government technology, media and telecommunication (TMT) deals should see an increase this year. McLean sees a lot of activity in TMT, especially for Mid-Atlantic Internet software and telecom businesses, which may be the bank’s fastest growing sector, with new clients and potential clients, Golden said.

TMT has not been affected as much by the recession as other sectors such as construction or real estate. Internet software and telecom companies are somewhat “seeing an emergence of their technology,” and buyers are coming into the Mid-Atlantic looking for targets,” Golden said.

Sherman said non-government technology that involves social media technology or wireless enhancement is driven more by the consumers’ mind-sets than what happens on Capitol Hill, so “those areas may have more M&A, and I’m bullish on those sectors,”

Sherman said. Those sectors may see more activity than traditional government or defense services which often lead the Mid-Atlantic in M&A, and “it has been awhile since we have seen that,” he said. The cyber-security sector could see some M&A, but it is more likely to receive venture capital and private equity capital, Sherman said.

Financial services M&A in the Mid-Atlantic is likely to see an uptick in 2012, said Steven Gurgovits, chairman of F.N.B. Corp, a bank holding company in Hermitage, Pennsylvania, with US$10bn in assets. While the banking market is depressed nationally, the economy in the Mid-Atlantic has been solid, with lower unemployment, relatively stable housing prices, and economic growth from natural resource discoveries in the Marcellus and Utica shale. Pennsylvania’s fragmented banking market should expect to see consolidation, Gurgovits noted. With increased regulations and higher capital requirements on community banks, in addition to compressed margins resulting from low interest rates, some banks will see this as an advantageous time to sell, he said. FNB continues to be an active acquirer, he noted, recently closing on its acquisition of Parkvale Financial based in Monroeville, Pennsylvania for US$127m. “With some small banks trading at a significant discount to their book value, some are looking to raise money privately at a premium to what is possible from the public markets valuation,” noted Braden Ferrari, co-head of investment banking at du Pasquier & Co. “Some health care companies also view this as an opportune time to raise private capital to pursue growth plans as market valuations have remained low and companies with strong balance sheets are in a position to make acquisitions at lower multiples,” he noted.

by Ben koconis and kevin Nafziger

55


mid-AtLAnticTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


21-Jul-11 P Express Scripts Inc Medco Health Solutions Inc Life Sciences & Healthcare 33,430

02-May-11 L The Nasdaq OMX Group Inc; and Intercontinental Exchange Inc

NYSE Euronext Financial Services 13,182

15-Feb-11 L Deutsche Boerse AG NYSE Euronext Financial Services 12,267

21-Nov-11 C Gilead Sciences Inc Pharmasset Inc Life Sciences & Healthcare 10,367

01-Mar-11 C Blackstone Group LP Centro Properties Group (US operations) Real Estate CNPR Limited 9,400

02-May-11 C Teva Pharmaceutical Industries Ltd Cephalon Inc Life Sciences & Healthcare 6,171

15-Aug-11 P Time Warner Cable Inc Insight Communications Company Inc TMT The Carlyle Group LLC; MidOcean Partners LLP; and Crestview Partners LP

4,687

17-Jun-11 C Reynolds Group Holdings Limited Graham Packaging Company Inc Industrials, Chemicals & Engineering

Blackstone Group LP 4,332

25-Jul-11 L Validus Holdings Ltd Transatlantic Holdings Inc Financial Services 4,123

13-Apr-11 L Silgan Holdings Inc Graham Packaging Company Inc Industrials, Chemicals & Engineering

Blackstone Group LP 3,940

21-Nov-11 P Alleghany Corporation Transatlantic Holdings Inc Financial Services 3,686

31-May-11 C Ashland Inc International Specialty Products Inc Industrials, Chemicals & Engineering

3,200

13-Jun-11 L Allied World Assurance Company Holdings AG

Transatlantic Holdings Inc Financial Services 3,192

06-May-11 C Access Industries Inc Warner Music Group Corp TMT 2,959

21-Dec-11 P Tokio Marine Holdings Inc Delphi Financial Group Inc Financial Services 2,791




Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Defense

19.7%

7.5%

7.1%

1.1%2.2%

13.6%2.3%1.5%

38.0%

0.2% 6.5% 0.3%

12.9%

15.9%11.2%

14.3%

10.8%4.0%

19.9%

4.0%

2.2%

1.2%

0.8%2.8%

VALUE VOLUME


56

mid-AtLAnticM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

150

175

200

225

250

20112010200920082007200620050.8 0.8 0.6 0.6 0.4 0.4 0.4

6.0 3.54.5

5.0 4.2

5.5

164.2

10.18.67.5

166.3

8.98.4

189.2

111.6

8.29.3

128.1

9.08.1

207.3

9.39.08.5

169.9

13.912.67.1

0

100

200

300

400

500

600

700

800

2011201020092008200720062005

5028

164

51

82

201

442450

125

60

232

2724

176

78

43

392356

103

492635

89

49

250229

42

2755

187

86

60

214

84

39

75

172

293

6915

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m >$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

90,000

100,000

110,000

120,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

25

50

75

100

125

150

175

200

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in Mid-Atlantic.Industry sector is based on dominant industry of target.

57


mid-AtLAnticFINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E2010

y/E2011


Number of Deals


9 2 JPMorgan 102,437 61



4 5 Citigroup 72,985 42


11 7 Lazard 63,148 24




34 11 Foros 33,972 3






- 17 Flagstaff Partners 9,625 2


13 19 HSBC 8,843 9


y/E 2010

y/E 2011


Number of Deals



9 3 JPMorgan 102,437 61





10 8 Citigroup 72,985 42



4 11 Lazard 63,148 24







20 18 Lincoln International 748 16


26 20 Deloitte 1,235 13

y/E 2010

y/E 2011


Number of Deals




12 4 Dewey & LeBoeuf 101,603 31









31 13 Dechert 36,531 26



9 16 Debevoise & Plimpton 32,473 24


33 18 Jones Day 30,744 86


41 20 Covington & Burling 26,668 14

y/E 2010

y/E 2011


Number of Deals


4 2 Jones Day 30,744 86









25 11 Paul Weiss Rifkind Wharton & Garrison 17,256 36


8 13 DLA Piper 2,445 35

26 14 Dewey & LeBoeuf 101,603 31


23 16 Ropes & Gray 10,195 29



24 19 K&L Gates 3,715 28

11 20 Dechert 36,531 26

The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a Mid Atlantic bidder, target or vendor. States: New Jersey, New York, Pennsylvania

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, including lapsed and withdrawn deals. The tables are based on advice to a Mid Atlantic bidder, target or vendor. States: New Jersey, New York, Pennsylvania

DEAL DRIVERS – NEW ENGLAND

58NEW ENGLAND

new engLAnd

Technology, healthcare expected to carry New England in brighter 2012 The M&A outlook is brightening in New England due to robust technology and healthcare sectors, which will continue to attract interest in the region, said several investment bankers.

In addition, an improving national economy, the increased availability of cash and credit, and a growing desire by companies to expand by snapping up other businesses will be the rising tide that will keep the region floating higher, the bankers said.

“Everyone got spooked at the end of summer,” said Joshua Benn, a managing director at Duff & Phelps, referring to Standard & Poor’s downgrading the US credit rating and the sovereign debt crisis in Europe. But now, said Benn, deals are moving once again, nationally and regionally.

Technology remains a hot sector for M&A, particularly in New England, and will continue to drive deals well into 2012. Cloud computing has created a “paradigm shift” in the way people interact with data, and companies that provide cloud-based data security and other related services are going to be very attractive targets in 2012, said Murray Beach, a managing partner at TM Capital.

Healthcare, another major industry in New England, also is likely to see more deal flow in the first half of 2012. Pharmaceutical companies will continue to seek innovative therapies to replace drugs that are going off patent soon, said Beach. Genome-related and biologic products are going to continue to be attractive targets, he added. Other companies expected to be hot targets are those specializing in therapies for infectious diseases, oncology, and rare diseases that are in line for faster approval from the FDA, said an industry analyst. Many biopharmaceutical companies hedged their bets in recent years with partnerships instead of engaging in M&A transactions. Many of those maturing relationships could lead to M&A deals in the near future, said the analyst.

Another driver of M&A activity in the healthcare sector could come from an unlikely source. As federal budget cuts continue at the US Department of Defense, many military contractors now seek to diversify by buying companies that will give them new markets for their services. Healthcare companies have been of particular interest to defense contractors, said Peter Alternative, a partner at investment bank Mirus Capital.

Uncertainty about the adoption of alternative energy technology could also create M&A activity in New England, said an analyst. Industry participants suggest wind and solar power companies, lithium battery makers, and other related industries could see sales or divestitures this year.

Pressure from activist shareholders who are “moving up market” could stimulate deals in 2012, said Joseph Johnson, a partner at Goodwin Procter, who was far more cautious on the M&A outlook, but agreed that technology would help keep deals moving in New England specifically. More companies might see pressure from shareholders to unlock value by divesting or spinning off parts of the companies that could be worth more on their own this year, he added. For example, Massachusetts-based Smith & Wesson in November retained Wedbush Securities to begin divesting its perimeter security division.

Though deal flow is picking up in New England, global and national trends such as uncertainty regarding the European monetary situation, the continuing debate about the debt ceiling, and the upcoming elections could ripple over New England deals as well.

by Adam Smith and Ilene Friedland

59


new engLAndTOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


04-May-11 C Applied Materials Inc Varian Semiconductor Equipment Associates Inc

TMT 4,331

29-Jun-11 C CVC Capital Partners Limited; and Leon-ard Green & Partners LP

BJ's Wholesale Club Inc Consumer 2,609

12-Jun-11 C VF Corporation The Timberland Company Consumer 1,961

22-Mar-11 C Energy Transfer Partners LP; and Re-gency Energy Partners LP

LDH Energy Asset Holdings LLC Energy, Mining, Oil & Gas Louis Dreyfus Highbridge Energy LLC 1,925

12-Oct-11 P Pratt & Whitney Company International Aero Engines AG (Undisclosed stake)


Rolls-Royce Plc 1,500

11-Jul-11 C Lonza Group Ltd Arch Chemicals Inc Industrials, Chemicals & Engineering

1,472

20-May-11 C Neoplux Co Ltd; Fila Korea Ltd; Mirae Asset Financial Group; Blackstone Group LP; and Woori Private Equity Fund

Acushnet Company Consumer Beam Inc 1,255

18-Oct-11 C Oracle Corporation Endeca Technologies Inc TMT 1,100

28-Dec-11 C Alexion Pharmaceuticals Inc Enobia Pharma Inc Life Sciences & Healthcare Fonds de Solidarite FTQ; OrbiMed Advisors LLC; Lothian Partners 27 SARL; Capital regional et cooperatif Desjardins; and CTI Life Sciences Fund LP

1,080

01-Aug-11 C Fairfax Financial Holdings Limited; WL Ross & Co; First Reserve Corporation; PPM America Capital Partners LLC; China Investment Corporation; and Morgan Creek Capital Management

Diamond S Shipping LLC (Undisclosed Stake)

Transportation 1,000

28-Jan-11 C Rank Group Limited Honeywell International Inc (Auto-motive Consumer Products Group)

Consumer Honeywell International Inc 950

22-Feb-11 C Forest Laboratories Inc Clinical Data Inc Life Sciences & Healthcare 900

17-May-11 C Shire Plc Advanced BioHealing Inc Life Sciences & Healthcare Safeguard Scientifics Inc; Canaan Partners; and Wheatley Partners

744

24-Feb-11 C Quest Diagnostics Incorporated Athena Diagnostics Inc Life Sciences & Healthcare Thermo Fisher Scientific Inc 740

03-Oct-11 C Getinge AB Atrium Medical Inc Life Sciences & Healthcare 680




Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Agriculture

Defense

19.1%

13.1%

3.8%

3.3%

3.0%

12.4%

23.0%

0.3%

0.7%

21.2%

7.6%

11.4%

19.0%

1.1%0.1%

8.7%5.7%

25.5%

1.5%1.1%

17.5%

VALUE VOLUME


60

new engLAndM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0

25

50

75

100

125

20112010200920082007200620050.3 0.5 0.4 0.4 0.3 0.2 0.2

2.63.3

2.21.8 1.91.83.3

108.4

6.54.14.0

51.6

4.3

18.8

3.9

53.2

5.1

24.0

6.54.8

100.1

4.56.83.8

61.5

6.84.33.6

0

50

100

150

200

250

300

350

2011201020092008200720062005

23

18

98

25

38

103

129

9

24

49

37

110

1111

91

45

30

2015

30

49 62

181822

123

20

117

23

13

43

79

45

29

111

27

19

26

75

120

45Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

10,000

20,000

30,000

40,000

50,000

60,000

70,000

80,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

10

20

30

40

50

60

70

80

90

100

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q109

Q408

Q308

Q208

Q108

Q407

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in New England.Industry sector is based on dominant industry of target.

61


new engLAnd FINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E 2010

y/E 2011


Number of Deals



14 3 Citigroup 31,830 16

4 4 JPMorgan 29,079 22







- 11 Centerview Partners 5,800 3


42 13 Greenhill & Co 4,129 3



11 16 Lazard 3,467 9


35 18 HSBC 2,578 5



y/E 2010

y/E 2011


Number of Deals



8 3 JPMorgan 29,079 22




11 7 Citigroup 31,830 16







17 14 Lincoln International 347 12


7 16 Lazard 3,467 9

27 17 KPMG 1,822 7



71 20 Stifel, Nicolaus & Company 527 7

y/E 2010

y/E 2011


Number of Deals




22 4 Jones Day 24,966 23



43 7 Alston & Bird 18,919 6

223 8 Crowell & Moring 17,901 2



1 11 Ropes & Gray 14,354 36



26 14 WilmerHale 11,580 32







y/E 2010

y/E 2011


Number of Deals




4 4 Ropes & Gray 14,354 36



13 7 Jones Day 24,966 23



11 10 DLA Piper 3,431 20

18 11 K&L Gates 2,751 20

16 12 Dewey & LeBoeuf 35,706 18









The financial advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a New England bidder, target or vendor. States: Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island, Vermont

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 12/31/2011, including lapsed and withdrawn deals. The tables are based on advice to a New England bidder, target or vendor. States: Connecticut, Maine, Massachusetts, New Hampshire, Rhode Island, Vermont

DEAL DRIVERS – LATIN AMERICA

62 LATIN AMErICA

LAtin AmericA

Latin America: M&A expected to remain strong

M&A activity in Latin America is expected to remain strong in 2012, despite global economic uncertainty. Energy, financial services and consumer are among the sectors that could see significant activity, while regulatory hurdles in Brazil and Argentina will continue to complicate deals in agriculture, financial services and telecommunications.

Intraregional deals will likely stand out in 2012 as contracting economies in the more industrialized world might cause international players to stand back. Smaller markets such as Colombia, Argentina and Chile might be targeted by companies from larger economies in the region, predicted Andrew Janszky, a partner and head of Latin America at Milbank. Colombia, in particular, is on the radar of Mexican and Brazilian companies this year, he said.

The financial sector is likely to consolidate throughout Latin America due to increasing capital requirements, said Luis Miguel Santacreu, a financial institutions analyst at Austin Rating. Medium-sized banks in Brazil will see more pressure than larger banks in times of less liquidity, resulting in mid-market consolidation, he said.

Tightening capital requirements might lead to more foreign banks exiting Latin America, but banks will avoid selling valuable assets, Santacreu said.

BrazilBrazil is expected to continue growing, albeit more modestly than in 2011, and the IPO market should continue to provide liquidity to fund deals, said Janszky. Brazilian M&A should remain strong in the consumer and education sectors, he said.

Cross border M&A activity will continue, but strategic players are not in an aggressive buying mode and PE firms are finding Brazil expensive, said Janszky. However, the natural resources sectors should continue to attract interest from Chinese and Japanese investors, he said.

Brazil is providing great opportunities in logistics and infrastructure, as many ongoing oil and gas or energy-related projects are in need of financing, said Evaldo Fontes Junior, founding partner at Araujo Fontes. Some activity can also be expected among small Brazilian IT companies due to strong growth rates, Fontes added.

Uncertainties surrounding the reform of Brazil’s antitrust system might hamper M&A activity, Fontes said.

MexicoIn Mexico, M&A activity has increased somewhat and should remain stable through 2012, though the Mexican economy is too correlated to the US to allow a strong recovery in the short term, Janszky explained. Uncertainty surrounding the upcoming presidential election might put deals on hold, he added.

ColombiaIn the Andean Region, all eyes are on Colombia following the signing of a free trade agreement with the US in late 2011, an energy boom that shows no sign of abating, and a deficiency in infrastructure made all the more critical following two years of heavy winter rains which damaged roadways and oil pipelines.

The Colombian financial services industry will maintain its dynamism, and the country’s natural resources will continue to attract strong capital flows.

peruSix months into the administration of Ollanta Humala, Peru has reassured international investors that the country remains decidedly pro-business and will do its best to attract foreign capital and promote international trade. The reemergence of the country’s national oil company, Petroperu, as an active player in exploration and production will stimulate new investment in the country’s natural resources, where mining will also remain a hot sector. Consumer products and retail are seeing unprecedented growth, and the financial services industry will continue to strengthen.

ChileChile, the region’s most mature economy, will continue to invest in the region as its major retail, financial services, mining and energy players continue to scour the continent for the kind of growth opportunities no longer possible at home. Colombia, Peru, Brazil and Argentina are likely to be the most important target markets for Chilean buyers.

Central AmericaPanama maintains its edge in Central America thanks to its role as a regional hub for business and commerce and major infrastructure projects. Construction of a Panama City subway system, the expansions of the Panama Canal and Tocumen International Airport promise to solidify the country as a favorable destination for investment.

The influx of Colombian capital in Central America will only continue following the incursion by the South American country’s largest financial institutions, which will support increased trade and transactions. Integration of the power grid across the region and improved infrastructure will also be reflected in increased deal activity.

Trinidad and Tobago, the only major energy producer in the region, will continue to attract the most interest from major producers. Cuba will continue to develop its oil resources, with notable investment from Venezuela and Canada.

Transactions among financial services companies will continue, mostly at the local level, with a few major cross-border deals likely as Colombian buyers look increasingly at the Dominican Republic, especially for insurance and banking opportunities.

by Oliver Hill and priscilla Murphy

63


LAtin AmericATOp 15 ANNOuNCED DEALS FOr YEAr ENDING 31 DECEMbEr 2011

Announced Date


26-Aug-11 P Brasil Telecom SA Tele Norte Leste Participacoes SA (55.1% Stake) TMT 12,459

19-Jan-11 P LAN Airlines SA TAM SA Transportation 7,189

01-Aug-11 C America Movil SAB de CV Telefonos de Mexico SA de CV (40.04% Stake) TMT 6,507

25-Mar-11 C Telefonica Brasil Vivo Participacoes SA (33.38% Stake) TMT 6,277

09-Nov-11 C Mitsubishi Corporation Anglo American Sur SA (24.5% Stake) Energy, Mining, Oil & Gas Anglo American Plc 5,390

25-Jan-11 C Portugal Telecom SGPS SA Telemar Participacoes SA (25.28% Stake) TMT 4,963

11-Nov-11 P China Petrochemical Corporation Petrogal Brasil Lda (30% Stake) Energy, Mining, Oil & Gas Galp Energia SGPS SA 4,800

25-Jul-11 C General Atlantic LLC; International Fi-nance Corporation; Grupo de Inversiones Suramericana SA; and Grupo Financiero Bolivar

AFP Integra SA (80% Stake); InVita Seguros de Vida SA (33.7% Stake); and ING Groep NV (Latin American pensions, life insurance and investment management operations)

Financial Services ING Groep NV 3,853

19-Jan-11 C Iberdrola SA Elektro Eletricidade e Servicos SA Energy, Mining, Oil & Gas AEI 2,925

27-Nov-11 C Nippon Steel Corporation; Tenaris SA; and Ternium SA

Usinas Siderurgicas de Minas Gerais (14.63% Stake)


Votorantim Industrial SA; Caixa dos Empregados da Usiminas; and VBC Energia SA

2,871

02-Aug-11 C Kirin Holdings Co Ltd Primo Schincariol Industria de Cervejas e Refrigerantes (50.45% Stake)

Consumer 2,553

24-Jan-11 C Embotelladoras Arca SA de CV Grupo Continental SAB Consumer 2,099

02-Sep-11 C Shanghai Baosteel Group Corporation; CITIC Group; Shougang Group Corporation; Anshan Iron & Steel Group Corporation; and Taiyuan Iron & Steel Group Company Ltd

Companhia Brasileira de Mineracao e Meta-lurgia (15% Stake)

Energy, Mining, Oil & Gas Brasil Warrant Administracao De Bens E Empresas SA

1,950

04-Mar-11 C Nippon Steel Corporation; POSCO; Sojitz Corporation; Japan Oil, Gas and Metals National Corporation; National Pension Service of Korea; and JFE Holdings Inc

Companhia Brasileira de Mineracao e Meta-lurgia (15% Stake)

Energy, Mining, Oil & Gas Brasil Warrant Administracao De Bens E Empresas SA

1,950

04-Nov-11 C Kirin Holdings Co Ltd Primo Schincariol Industria de Cervejas e Refrigerantes (49.54% Stake)

Consumer 1,897




Financial Services

business Services

Consumer


TMT

Leisure

Transportation


Construction

real Estate

Agriculture

Defense

13.5%

26.8%

6.6%

9.8%

3.2%

25.8%

0.3%

8.9%

1.7% 0.1%

1.7%

1.2%

0.5%

11.3%

18.3%

16.3%

7.4%

14.7%

7.8%

2.3%

4.8%

5.2%

2.4%3.1%

0.5%6.0%

VALUE VOLUME


64

LAtin AmericAM&A SpLIT bY DEAL SIzE

VALUE VOLUME

0102030405060708090

100110120130140150160170180190

20112010200920082007200620050.5 0.6 0.9 0.6 0.5 0.6 0.8

4.1 5.4 4.7

20.6

7.05.9

75.4

7.17.0

10.0

55.8

7.55.7

138.0

10.3

100.1

13.5

11.36.4

9.35.7

82.2

10.47.6

49.7

12.5

11.88.6

0

100

200

300

400

500

600

700

2011201020092008200720062005

19

103

38

52

67

332745

67

165

172

342135

139

110

55

58

29

54

129

143

85

53

68

36

233

165

57

2847

123

57

30

108

3734

71

184

145

95

17

Valu

e (U

S$bn

)

Volu

me

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

>$501m

$251m - $500m

$101m - $250m

$15m - $100m

$5m - $14m

Value not disclosed


0

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

45,000

50,000

55,000

60,000

65,000

70,000

Q411

Q311

Q211

Q111

Q410

Q310

Q210

Q110

Q409

Q309

Q209

Q1 09

Q408

Q308

Q208

Q108

Q4 07

Q307

Q207

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

0

10

20

30

40

50

60

70

80

90

100

110

120

130

140

150

160

Q411

Q3 11

Q211

Q111

Q4 10

Q3 10

Q210

Q110

Q4 09

Q309

Q209

Q109

Q4 08

Q308

Q208

Q108

Q4 07

Q307

Q2 07

Q107

Q406

Q306

Q206

Q106

Q405

Q305

Q205

Q105

Valu

e (U

S$m

)

Volu

me



VALUE VOLUME

Based on announced deals, excluding those that lapsed or were withdrawn, where the dominant location of the target is in Latin America.Industry sector is based on dominant industry of target.

65


LAtin AmericA FINANCIAL ADVISOrS

LEGAL ADVISOrS



y/E2010

y/E 2011


Number of Deals

6 1 BTG Pactual 41,029 38


7 3 Banco Itau BBA 28,801 35

20 4 Banco Bradesco BBI 26,327 21




2 8 Citigroup 18,081 18

8 9 JPMorgan 16,873 10



57 12 BNP Paribas 15,019 11


3 14 Santander Global Banking and Markets 14,170 14

13 15 Caixa Banco de Investimento 10,343 5

24 16 HSBC 8,916 5

33 17 Lazard 8,491 8


15 19 Banco Espirito Santo de Investimento 7,292 11

23 20 Banco Bilbao Vizcaya Argentaria 7,090 6

y/E2010

y/E 2011


Number of Deals

1 1 BTG Pactual 41,029 38

4 2 Banco Itau BBA 28,801 35



22 5 Banco Bradesco BBI 26,327 21

8 6 Citigroup 18,081 18

9 7 BR Partners 971 18


19 9 PwC 1,252 15


3 11 Santander Global Banking and Markets 14,170 14

11 12 Rothschild 20,933 13

29 13 BNP Paribas 15,019 11

13 14 Banco Espirito Santo de Investimento 7,292 11

5 15 JPMorgan 16,873 10

31 16 Vinci Partners 801 10


12 18 Lazard 8,491 8


- 20 Araujo Fontes 170 7

y/E2010

y/E2011


Number of Deals

33 1 Pinheiro Neto Advogados 26,241 49

9 2 Machado Meyer Sendacz e Opice 22,250 47




20 6 Barbosa, Mussnich & Aragao 16,341 28

212 7 Bulhoes Pedreira, Bulhoes Carvalho, Piva, Rosman e Souza Leao Advogados

13,488 2


27 9 Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados

12,368 41

7 10 Souza, Cescon, Barrieu & Flesch Advogados 11,337 26


23 12 Garrigues 11,018 6


84 14 Cariola Diez Perez-Cotapos Abogados 7,947 6

107 15 Lefosse Advogados 7,456 14

100 16 Claro y Cia 7,407 4

11 17 Tozzini Freire Teixeira e Silva Advogados 7,406 29

- 18 Turci Advogados Associados 7,189 1

75 19 Prieto & Carrizosa 6,759 15


y/E2010

y/E 2011


Number of Deals

2 1 Pinheiro Neto Advogados 26,241 49

5 2 Machado Meyer Sendacz e Opice 22,250 47

1 3 Mattos Filho, Veiga Filho, Marrey Jr. e Quiroga Advogados

12,368 41

8 4 Tozzini Freire Teixeira e Silva Advogados 7,406 29

4 5 Barbosa, Mussnich & Aragao 16,341 28

7 6 Souza, Cescon, Barrieu & Flesch Advogados 11,337 26


61 8 Lobo & de Rizzo Advogados 1,258 20


3 10 Demarest e Almeida 943 16

10 11 Estudio Muniz, Ramirez, Perez-Taiman & Olaya Abogados

770 16

13 12 Prieto & Carrizosa S.A. 6,759 15

20 13 Rodrigo Elias & Medrano 5,395 15


138 15 Lefosse Advogados 7,456 14



26 18 Gomez-Pinzon Zuleta 3,201 13

44 19 Brigard & Urrutia 2,714 13


The financial advisor league tables by value and volume have been run from 01/01/2011 to the 06/30/2011, excluding lapsed and withdrawn deals. The tables are based on advice to a Central and South American bidder, target or vendor. Excludes: Bahamas, Belize, Dominica, French Guyana, Haiti, Puerto Rico, Saint Kitts, Surinam, Turks & Caicos, US Virgin Islands

The legal advisor league tables by value and volume have been run from 01/01/2011 to the 06/30/2011, including lapsed and withdrawn deals. The tables are based on advice to a Central and South American bidder, target or vendor. Excludes: Bahamas, Belize, Dominica, French Guyana, Puerto Rico, Saint Kitts, Surinam, Turks & Caicos, US Virgin Islands

DEAL DRIVERS – AMERICAS

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About merriLL corporAtion

Merrill Transaction and Compliance ServicesThrough a broad range of tools and services, Merrill Corporation streamlines document composition, filing, printing, distribution and electronic access to the transaction and regulatory compliance activities of its clients engaged in securities offerings, reorganizations, mergers and acquisitions, SEC and other regulatory filings. As a registered, third-party service provider offering public companies expert EDGARization and XBRL filing services, Merrill professionals can compose, edit, electronically file, manage and distribute data in printed or electronic format.

Merrill Legal Solutions provide both on-demand and on-site litigation support, information management and electronic and print document management services for law firms, corporate legal departments and professional services firms. Examples of our expertise include the creation of searchable litigation document repositories, management of electronic data discovery and the delivery of real-time court reporting and deposition videography services.

Merrill’s Marketing and Communication Solutions supply brand identity management, customer communication and packaged direct marketing programs for sales professionals in industries such as real estate, mutual funds and insurance. Examples of our services include customizable corporate identity materials, direct-mail marketing pieces and promotional programs supported by web-based technologies.

Merrill’s Translations Services provide a range of translation options to help clients achieve the most efficient and cost effective approach to their translation projects. Merrill Brink offers extensive legal translation services for international litigation, intellectual property, patents, contractual matters, antitrust matters, mergers and acquisitions, arbitration and more.

www.datasite.com

About Merrill DataSite®

Revolutionizing the due diligence processMerrill DataSite is designed for rapid deployment and can be up and running within two hours of a client’s need. Our team can scan, upload and organize thousands of pages of content from any source in 24 hours or less. Every aspect of the process, from document scanning to VDR hosting and project management is delivered by Merrill’s multilingual team, available around the clock worldwide.

With Merrill DataSite, all documents are captured and indexed to an online database and because all rights are designated by the client, security and control are guaranteed. Each user’s ability to view, print or access source documents is set up by the client administrator and can be changed at any time. Merrill DataSite provides useful tools including full search, viewer audit capability, Q&A, bulk uploads and detailed user activity tracking that help clients maintain tighter control and have greater insight into reviewer behavior.

Merrill DataSite enhances transaction successMerrill DataSite is the industry’s acknowledged leader. More than 61,000 different private and public companies across the globe have leveraged Merrill DataSite to increase the value of the following types of transactions:

• Mergers, acquisitions and divestitures

• Private placement transactions

• Leveraged buyout transactions

• Bankruptcy and reorganization transactions

• Financial restructuring transactions

• Initial public offerings and dual-track processes

• Asset purchases and liquidations

• Post-merger integration

founded in 1968 and headquartered in st. paul, minnesota, merrill corporation is a leading provider of outsourced solutions for complex business communication and information management. merrill’s services include document and data management, litigation support, language translation services, fulfillment, 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 empowers the communications of the world’s leading organizations.

67


About merriLL dAtAsite®

Now Smarter, Faster, Easier!

Merrill DataSite – built with the client in mindMerrill DataSite was created to meet its clients’ needs and built to their specifications. Since 2002 we have consistently leveraged the experiences of our clients to add leading-edge functionality to the available toolset. Merrill DataSite allows its users and administrators to:

Examine documents immediately. Patented technology ensures you never have to wait for a document to be downloaded. Because the data resides on Merrill’s servers, you can simultaneously view an unlimited number of documents in multiple windows without having to close out or save to your “temp” file. When faced with hundreds of documents to review, this feature saves significant time and expense.

Designate user permissions. Team administrators can control which users will be able to view, print or download specific documents, folders or projects – simply and quickly.

Search every word in every document. With large document collections, sophisticated search features are key to finding critical information and accelerating the due diligence process. Merrill DataSite performs Optical Character Recognition (OCR) on each and every letter in each and every document. Our search capabilities allow users to search tens – if not hundreds – of thousands of pages to find what’s relevant to them. Merrill DataSite’s search capabilities ensure nothing is missed in any of the posted documents - regardless of where they may be organized within the index (e.g. find every instance of “contract” and “termination” within 5 words of each other, etc.). Search results are returned much faster and are unlimited in terms of document results and hits within a document. Using wildcard, fuzzy, proximity, boosting, Boolean and grouping modifiers, you can search and find exact matches and near-matches, including misspelled words. Potential buyers will enjoy increased confidence knowing they’ve received and seen all materials and documents that are relevant to their decision-making.

protect confidential information. ”View-only” documents are never downloaded. Merrill DataSite, not the computer’s browser, controls the caching process providing unmatched security levels. Unlike other VDR providers, images are never viewable on the PC’s cache after the conclusion of a session. Track all activity accurately. Auditing and reporting tools provide a verifiable account of each individual’s time spent viewing both documents and specific pages – information that adds negotiating leverage.

Need to work remotely?No problem. Whether you’re working in Beijing or New York, you can view your documents online without having to navigate through internal firewalls and email restrictions that often exist for outside company connections and which delay the due diligence process.

Security is our highest priorityMerrill has been a trusted provider of secure information to the financial and legal industries for more than 40 years. Our employees execute letters of confidentiality and we are audited annually (internal and third-party) to make certain our IT infrastructure and processes remain sound. Merrill DataSite was the first virtual data room to receive the ISO 27001 certification for its comprehensive Information Security Management System (ISMS).The ISO 27001 standard, developed by the International Organization for Standards to establish international requirements for information security and certification of ISMS, is designed to ensure effective protection of information assets in foreign markets, as well as across national and regional boundaries.

The best tool in the industryMerrill DataSite technology allows for the fastest conversion of soft and hard copy documents to the electronic viewing platform. As a result, designated administrators are able to review documents the moment they are available. Through secure, simultaneous access, full text search capabilities and robust reporting tools, both archival and transactional due diligence processes are streamlined. As a result, Merrill DataSite gives you more insight and control, and dramatically reduces transaction time and costs.

As a leading provider of VDR solutions worldwide, Merrill DataSite has empowered nearly 2 million unique visitors to perform electronic due diligence on thousands of transactions totaling trillions of dollars in asset value.


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merriLL dAtAsite contActs

Merrill DataSite (Division of Merrill Corporation) ContactsTel: +44 20 7422 6100 (Europe) 1.888.867.0309 (US)

ExECUTIVE MANAGEMENT

Ed BifulkPresident Tel: +1 212 229 6563

paul HartzellSenior Vice President Tel: +1 212 367 5950

ExECUTIVE SALES

Chris BeckmannRegional Director, Germany, Switzerland and Poland Tel: +49 69 25617 110

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

Michael Hinchliffe Regional Director, U. K. Tel: +44 20 7422 6100

Jonathan HughesAccount Manager, Northern Europe Tel: +44 20 7422 6100

Shashank JainAccount Manager, United Arab Emirates Tel: +971 (0)50 252 3025

Alvaro OrtegaRegional Director, Southern Europe Tel: +44 20 7422 6100

Merlin J. piscitelli Regional Director, Europe Tel: +44 20 7422 6100

Jérôme pottierRegional Director, France Tel: +33 (0) 1 40 06 13 12

Colin Schopbach Regional Director, U. K. Tel: +44 20 7422 6100

Anna ScottRegional Director, U. K. Tel: +44 20 7422 6100

Hakema El-HadadRegional Director, Northern Africa Tel: +33 (0) 1 40 06 13 10

Mark FinnieRegional Director, North Asia Tel: +852 2536 2534

Ari LeeRegional Director, North Asia Tel: +852 9855 3758

Vincent LorkRegional Director, South East Asia Tel: +65 6248 4602

Chris RobilliardRegional Director, Australia & New Zealand Tel: +612 8667 3064

Manuel Bentosinos Regional Director, Mexico, Columbia and Caribbean Tel: +52 55 9171 2237

Ana paula Macêd Távora de Castro Regional Director, South America Tel: +55 11 9908 0858

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

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

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

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

Ross WhittakerRegional Director, New England Tel: +1 617.535.1516

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

Adam kuritzkyRegional Director, New York Tel: +1 917 232 9569

Shelle MartinRegional Director, Bay Area Tel: +1 212 229 6613

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

Matthew Mezzancello Regional Director, NY, NJ & PA Tel: +1 212 229 6618

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

William poleseRegional Director, New York Tel: +1 212 229 6612

paul kleinkaufRegional Director, Southeast Tel: +1 404 602 3251

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

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

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

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

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

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

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

Hans SchumannRegional Director, San Diego Tel: +1 760 635 0830

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

James SnazaDirector of Life Sciences Tel: +1 651 632 4585

Jon Blue Vice President, Clean Tech Tel: +1 206-696-9169

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Jon LenihanRegional Director, Boston Tel: +1 617-535-1618

kelly-Leigh keefe,Regional Director, Chicago Tel: +1 312-386-2229

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

Jessie SainiRegional Director, Midwest Tel: +1 312-386-2293

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

Jason HedgesRegional Director, Canada Tel: +1 416-878-3260

Adam pangAccount Manager, Europe Tel: +44 20 7422 6268

Carlos NogueiraRegional Director, Brazil Tel: +55 11-3895-8572


70

notes

The following notes pertain to data contained in this publication:

•Dealsareincludedwherethedealvalueisgreaterthanorequal to US$5m.

•Wherenodealvaluehasbeendisclosed,dealsareincludedifthe turnover of the target is greater than or equal to US$10m.

•NorthAmerica=USAandCanada.

•ActivityTablesandleaguetablesundereachindustrysectionare based on the dominant geography of either target, bidder or seller being North America.

•TopDealstablesundereachgeographicsectionarebasedonthe dominant geography of the target only.

•Leaguetablesundereachgeographicsectionarebasedonthe dominant geography of either target, bidder or seller.

•Industrysectionchartsandgraphsarebasedonthedominanttarget geography being North America.

•Geographicsectionchartsandgraphsarebasedonthedominant target geography.

•Transactionsexcludedincludepropertytransactionsandrestructurings where the ultimate shareholders’ interests are not changed.

Note to Heat Chart: Breakdown of constituent states within US regions

State Abbr. Region

New Jersey NJ Mid-Atlantic

New York NY Mid-Atlantic

Pennsylvania PA Mid-Atlantic

Illinois IL Midwest

Indiana IN Midwest

Iowa IA Midwest

Kansas KS Midwest

Michigan MI Midwest

Minnesota MN Midwest

Missouri MO Midwest

Nebraska NE Midwest

North Dakota ND Midwest

Ohio OH Midwest

South Dakota SD Midwest

Wisconsin WI Midwest

Connecticut CT New England

Maine ME New England

State Abbr. Region

Massachusetts MA New England

New Hampshire NH New England

Rhode Island RI New England

Vermont VT New England

Alabama AL South

Arkansas AR South

Delaware DE South

District of Columbia DC South

Florida FL South

Georgia GA South

Louisiana ND South

Maryland MD South

Mississippi MS South

North Carolina NC South

Oklahoma OK South

South Carolina SC South

Texas TX South

State Abbr. Region

Virginia VA South

West Virginia WV South

Kentucky NE South

Tennessee TN South

Alaska AK West

Arizona AZ West

California CA West

Colorado CO West

Hawaii HI West

Idaho ID West

Montana MT West

Nevada NV West

New Mexico NM West

Oregon OR West

Utah UT West

Washington WA West

Wyoming WY West

About remArk

Remark, the publishing, market research and events division of The Mergermarket Group, offers a range of services that give clients the opportunity to enhance their brand profile, and to develop new business opportunities. Remark publishes over 50 thought leadership reports and holds over 70 events across the globe each year which enable its clients to demonstrate their expertise and underline their credentials in a given market, sector or product.

Remark is part of The Mergermarket Group, a division of the Financial Times Group. To find out more please visit www.mergermarket.com/remark/ or www.mergermarket.com/events/

Any queries regarding this publication or the data within it should be directed to:

Erik Wickman Managing Director, Remark Tel: +1 212 686 3329 [email protected]

Elias Latsis Head of Research Tel: +44 (0)20 7059 6100 [email protected]

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