PE bidders squeeze lenders as Fairfax Media auction heats up

It's three weeks into Fairfax Media due diligence, and some key stakeholders are getting nervous.

It's three weeks into Fairfax Media due diligence, and some key stakeholders are getting nervous. 

While would-be buyers TPG and Hellman & Friedman crunch through available historical and forecast numbers in an effort to come up with binding bids, it's their lined up lenders that are having pause for thought. 

Sources close to the lenders told Street Talk that there were some awkward conversations to be had with the private equity buyers. 

While the lenders talked a big game to get into the dataroom with the respective tyrekickers, some are trying to back out of their original commitment sizes. 

What's worse is that some of the lenders - including representatives from the big investment banks - are in both buyer camps, running separate trees with separate dealmakers but trying to fund either bid should it be successful. 

It's understood some lenders have raised concerns about the quality of Fairfax Media's earnings, particularly future forecasts in the traditional media business. While the banks went into the dataroom knowing what Fairfax Media's historical earnings looked like, it's management's read on the future that has proved troubling. 

It means the two would-be buyers have some way to go before each can get investment committee approval for a bid. 

The less debt available for a transaction, or the more onerous or restrictive the lenders' terms, the harder it will be for either camp to stump up a binding bid.

Perhaps it's all part of the M&A game going on between the lenders and would-be owners, and those bidders with Fairfax Media. The proof will be in the coming fortnight when binding offers are due. 

Investment banks including Citi, Credit Suisse, Goldman Sachs, JPMorgan and UBS are known to be in the would-be lending syndicates, as well as representatives from local banks. 

Hellman & Friedman has an indicative $1.225 to $1.25 a share bid on the table, while TPG secured dataroom access with a $1.20 a share proposal. 

Fairfax Media shares closed at $1.215 on Wednesday, down 1¢ in the day's trade and down 2¢ in the past week, valuing the company at $2.8 billion. 

Fairfax Media, advised by Macquarie Capital and Herbert Smith Freehills, is publisher of The Australian Financial Review

Interestingly, Street Talk understands Sydney-based Anchorage Capital Partners had been keeping a close eye on proceedings up until recently, studying whether it would be possible to secure a deal for the company's Australian Community Media business, which includes regional newspapers. 

Sources said Anchorage's plan was to work with rival publisher News Corp to come up with a more efficiently run and streamlined business, sharing facilities including printing and other costs such as distribution. 

It's understood the firm approached both TPG and Hellman & Friedman, however it came to nothing. 

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New firm Evans Dixon ponders float over medium term

One of several options being considered by newly-formed firm Evans Dixon over the next 12 to 18 months is said to be an ASX listing.

One of several options being considered by newly-formed firm Evans Dixon over the next 12 to 18 months is said to be an ASX listing

Street Talk understands integrating their respective operations are the first priority for management, but discussions have already taken place on the medium-term prospects and structure of Evans Dixon.

Chief executive Alan Dixon and chairman David Evans are closely watching the performance of ASX-listed Moelis to gauge the appetite for similar stocks. Moelis is trading above its 2017 issue price but being a public company isn't without its own set of challenges.

Last year, Evans and Partners and Dixon Advisory said the merged group would have offices in Melbourne, Sydney, Canberra, Brisbane and New York with more than 8000 clients representing in excess of $20 billion in capital. It would also have more than 600 staff. 

Evans Dixon has operations spanning asset management, corporate advisory, institutional equities and debt, private wealth management and self managed superannuation.

But life on the ASX may not be easy. Listed stockbroking and advisory houses Bell Financial Group and Euroz have had mixed fortunes as listed entities following the financial crisis, despite more favourable conditions in the past six to nine months.  

Wilson HTM Investment Group (now Pinnacle) spun off its stockbroking operations to management, Deutsche Bank and affiliate Craigs Investment Partners. The broking and advisory business is now called Wilsons after a rebranding last year.



 

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Westpac Bank's musical chairs, customer chief Tom Boyles to retire

Westpac Banking Corp has told staff its chief customer officer, and former Walt Disney executive Tom Boyles, is retiring from the bank.

Westpac Banking Corp has told staff its chief customer officer - and former Walt Disney executive Tom Boyles - is retiring from the bank.

As revealed by Street Talk, Boyles' retirement was announced among a number of executive changes at Westpac on Wednesday. They included luring two senior staff members from rival banks. 

Westpac CEO Brian Hartzer is said to have told staff Boyles "challenged our thinking" and was a "passionate advocate" for the bank.

Boyles will continue to work on digital and data projects at Westpac until the end of 2017 before returning to the US.

He joined Westpac with much fanfare just two years ago after a stint running Disney's "customer first" strategy.  

As part of the changes, Scott Tanner who is most known as the former Bank of Melbourne chief, will take over as chief digital officer for the consumer bank.

Les Vance, who has been BT Financial Group's chief risk officer, has been appointed the consumer bank's operating chief. 

He will be replaced by Hartzer's right hand lady Carolyn Hoy. 

She has been Hartzer's chief of staff since 2015 and has had various roles within the bank including leading the group corporate legal function.

An internal search is underway to replace Hoy. 

Scott Butterworth, the finance chief of customer products and services at National Australia Bank, has been hired to become finance boss for Westpac's consumer bank.  

He replaces Mark Jones who becomes a director of divisional partnerships.

This column also understands that BT's chief Brad Cooper has lured HR general manager for ANZ's wealth and digital banking businesses Trish Butler to the bank.

She was hired for the HR general manager role at BT and replaces  Anna Sparkes, who is jumping ship to law firm Gilbert + Tobin.

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AMP eyes capital as parties line up on reinsurance

Financial services giant AMP is edging closer to another reinsurance deal which may release $300 million to $500 million in capital, sources told Street Talk.

Financial services giant AMP is edging closer to another reinsurance deal which may release $300 million to $500 million in capital, sources told Street Talk.

This column understands AMP is in live negotiations to reinsure another tranche of its $2 billion life book, following a deal announced in the latter half of last year with Munich Re. 

Interestingly, this time round AMP's joint venture partner China Life is said to be in talks to provide the reinsurance, along with other parties including Munich Re and the likes of Hannover Re. 

At AMP's strategy day last month, chief executive Craig Meller outlined that the beleaguered but improving life insurance arm, was being "managed for capital efficiency" with a return on equity target of 15 per cent.

The retail life reinsurance transaction with Munich Re was for 50 per cent of that book's $750 million in annual premium income and was expected to release up to $500 million in capital. 

Analysts canvassed by Street Talk said AMP would unlikely reinsure the entire remaining proportion of the retail book and may steer clear of group risk. 

 China Life's involvement in the negotiations seems to suggest a more intimate commercial relationship between the pair.

AMP owns 20 per cent of China Life Pension Corp and 15 per cent of asset management company China Life Asset Management.

Before forging the strategic partnership it's understood China Life was part of a consortium put together by Macquarie Group which was working on an offer to acquire AMP's entire life insurance operations.

That bid, which included a private equity firm, wasn't formally put to the AMP board.

Questions still abound on how AMP navigates the challenging earnings environment, and asset sales and spin-offs of divisions are said to options that are constantly assessed. 

Meller earlier told The Australian Financial Review he was open-minded about the idea of offloading the legacy-ridden and capital-intensive business life unit.

UBS and Macquarie are on hand to advise AMP on its strategic options. 



 

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Another Anglo American coal sale fails to fly

Another part of Anglo American's on again, off again, on again sale process for its Australian coal assets appears to be, well, off again.

Another part of Anglo American's on again, off again, on again Australian coal divestment program appears to be, well, off again.
 
When Anglo shelved plans to sell of most of its Australian coal mines earlier this year after prices quadrupled in 2016, the troubled mining giant said that the sale process for the German Creek, Grasstree, Aquila, Lake Lindsay and Oak Park mines – collectively known as the Capcoal assets – was still rolling on. 
 
But Street Talk understands the Capcoal portfolio, which Perth boutique RFC Ambrian had been marketing to prospective acquirers, is now off the sale block too. 
 
It is understood that Anglo was unable to find any offers that met its expectations, which appear to have changed markedly since December 2015, when Australian-born chief executive Mark Cutifani announced his big asset sale program.

Anglo had also spent much of the past year trying to offload its Dawson coal mine stake, with Russia's Siberian Coal Energy Company (SUEK); Wealth Mining, a China Kingho Energy Group subsidiary, which bought Carabella Resources in 2013; and Indian resources house AvidSys Group all bidding for the asset.

However Anglo, advised by Bank of America Merrill Lynch on that occasion, pulled that process when the offers again fell short and ultimately decided to keep a presence in Australia.

Elsewhere in coal, first round bids for Glencore's Tahmoor coking coal mine in the Southern Highlands of New South Wales are due by Friday.

As Street Talk revealed, sale adviser Standard Chartered spruiked the asset in the sale flyer as an "established and well understood underground longwall mining operation" which offers a "large JORC resource with the current mine plan to extend beyond 2030." 

Logical acquirers include South32 and POSCO.


 

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