The Citizen (Gauteng)

Tidal wave on horizon

CHAOTIC: SURGE IN GLOBAL MERGERS AND ACQUISITIO­NS TO CONTINUE The Covid-19 pandemic has seen companies having to restructur­e debts, find a buyer or do both.

- Karl Schmedders and Patrick Reinmoelle­r

Luxury goods giant LVMH has completed its $15.8 billion (about R242 billion) mega deal to buy famous American jeweller Tiffany & Co. LVMH, which owns Louis Vuitton, originally agreed to pay $16.2 billion for Tiffany in 2019, but the market has sufficient­ly changed since the pandemic that it was able to talk down the premium.

It’s just one example of the fire that the Covid-19 pandemic has ignited in many industries.

There has been a surge in global mergers and acquisitio­ns since the second half of last year as the strong snap up the weak.

Driven by the tech, media, entertainm­ent and telecoms sectors, total deals for the year were worth $2.9 trillion.

This trend looks likely to snowball in the coming months.

What will it mean?

Houses of cards

Many firms were vulnerable even before the pandemic.

For over a decade, low or sometimes negative interest rates drove businesses to reduce their rainy-day cash holdings and embark on a borrowing spree that left them heavily indebted.

The default strategy in advanced economies, like in North America and Europe, was often to maximise leverage – meaning to borrow as much as possible from banks and the markets to try and maximise returns from the capital employed.

But in the low-growth environmen­t since the 2008-9 financial crisis, times have been hard.

Many companies experience­d disappoint­ing returns and rising portions of profits being diverted towards interest payments.

This left many businesses cash strapped and unable to invest.

This further weakened their profitabil­ity, in many cases turning them into zombie companies that would be put out of their misery when credit conditions tightened.

Many companies swapped long-term stability for shortterm gains, relying on financial schemes with high hidden risks.

For example, companies increasing­ly borrowed to buy back their own stock for an immediate up tick in the share price.

With management teams often paid partly in share options, they had a personal financial interest in this strategy.

Life support

When Covid panic set in last year, it threatened a financial crisis caused by corporate bonds being dumped by the markets.

This could have driven up interest payments to ruinous levels and caused many corporate collapses.

Central banks responded with a major new round of quantitati­ve easing (QE), expanding the supply of money to effectivel­y put a floor under bond prices. They did more QE later in the year.

This kept many firms afloat, but pandemic lockdowns have also jeopardise­d many business models. The long buoyant conditions that many took for granted are gone.

Low on cash reserves and buried by debt, companies in industries like hospitalit­y or airlines, and manufactur­ers whose supply chains have been shredded, have joined the zombie hordes.

Numerous government­s have tweaked laws to keep companies on life support. For example, Germany relaxed the rules around over-indebted companies fi ling for insolvency.

Meanwhile, banks have made credit lines and interest payments flexible to allow companies to hang in. And companies have been issuing new corporate bonds at record levels to get the cash to survive.

But in the end, collapses are often unavoidabl­e.

Distress, distress, distress

We are seeing three kinds of distress: owners, lenders and buyers.

When owners can’t keep their cash flows positive, are refused cheap loans or are forced to accept higher loan rates on existing debt, they often fail.

It happens to listed and privately held companies alike, and even those with strong underlying assets can get into trouble.

They must restructur­e debts, find a buyer or do both.

Lenders are under considerab­le pressure, too.

Corporate bondholder­s face being left with worthless bonds. Banks must decide whether they believe in a company’s ability to pay back their loans or to accept less than the full payment and get the debt off their books.

Having just cleaned up their bad loans following the 2008-9 financial crisis, they will be experienci­ng a bad case of deja vu.

In many cases, banks are being asked to accept less as part of a takeover.

Just like the Tiffany shareholde­rs must have concluded, it’s often better to have an end with horror than a horror without end.

For buyers, companies with

good assets that are insolvent only because of the crisis can be a smart acquisitio­n.

But many buyers are pushed to the negotiatin­g table.

Rather than seeing key suppliers sink, doing a deal that incorporat­es them into your business is often preferable. Otherwise, your competitor might do the deal instead, threatenin­g your competitiv­eness and bottom line.

It’s in the interests of all three groups to survive by negotiatin­g compromise­s, so a huge wave of mergers and acquisitio­ns is inevitable in 2021.

This boom will certainly touch many people.

Perhaps the most important reason why government­s and central banks have been keeping zombies from going under is to prevent massive layoffs.

When these distressed companies are restructur­ed, it will likely cost many people their jobs and force them to search elsewhere. At the same time, some employees will enjoy career advances.

Mergers and acquisitio­ns can also be a relief for taxpayers if zombies no longer waste valuable public resources that can be used more efficientl­y elsewhere.

In short, change is coming. ► Karl Schmedders is professor of finance and Patrick Reinmoelle­r is professor of strategy and innovation at the Internatio­nal Institute for Management Developmen­t. – This article is republishe­d from The Conversati­on under a Creative Commons license.

 ?? Picture: Bloomberg ?? BARGAIN. The famous jeweller, Tiffany & Co, has just sold for a cut-price bid.
Picture: Bloomberg BARGAIN. The famous jeweller, Tiffany & Co, has just sold for a cut-price bid.

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