Mergers & Acquisitions
Fastest Start to a Year in more than a Decade
According to research compiled by Deal Point Data, the U.S. public M&A market had its best start to a year in more than a decade. The dollar value of newly announced M&A transactions involving U.S. publicly traded target companies increased by 16.3% to $249.9 billion compared to the same period last year. On a sequential basis, announced deal value accelerated 96.6% compared to the fourth quarter of 2018. The dollar value of M&A deals involving U.S. publicly traded target companies that closed during the first quarter surged by 140.6% to $191.1 billion compared to the first quarter 2018. Goldman, Sachs topped the Deal Point Data investment banking league table for completed U.S. public target deals during Q1 2019 advising on $117.9 billion in deals. Skadden earned top honors in the legal market for the first quarter, closing $78.1 billion in U.S. public target deals to lead the legal market in the first quarter. On newly announced U.S. public target deals, Wachtell advised on $110.8 billion in deals to earn the number one ranking.
| Target | Acquirer | Equity Value ($bil) |
|---|---|---|
| Celgene Corporation | Bristol-Myers Squibb Company | 71.6 |
| Worldpay, Inc. | Fidelity National Information Services | 34.8 |
| SunTrust Banks, Inc. | BB&T Corporation | 28.2 |
| First Data Corporation | Fiserv, Inc. | 21.2 |
| Newmont Mining Corporation | Barrick Gold Corporation | 17.8 |
Corporate Governance
A review of Deal Point Data defense change and disclosure data for S&P 1500 companies in 2018 yields a few observations including governance best practices adopted by large cap companies continuing to trickle down to smaller companies, companies of all sizes are concerned with stockholder lawsuits, and absent traditional structural defenses, large cap companies are focusing on bylaw language, with very limited participation by stockholders. Read more
It’s hard to believe that the votes associated with what was once the most controversial item in the corporate governance landscape have become downright routine. Since January 1, 2017, 74 out of the 75 company proposals to approve a poison pill (aka a shareholder rights plan) passed and the lone proposal that was voted down comes with an asterisk because it was not a typical vote. Read more
Governance activists waged a hard-fought battle to establish proxy access at public companies and ultimately succeeded as proxy access has been widely adopted. It is therefore rather surprising that we have yet to have a proxy access nomination go to an actual vote. If it is going to happen in the 2019 proxy season, we’re likely to know soon as we’ve entered the part of the calendar where proxy access notice windows are opening. Read more
Market Leaders - U.S. Public Mergers
Wachtell, Lipton, Rosen & Katz was the top ranked legal adviser on U.S. public M&A deals announced in Q1 2019. Wachtell advised on 6 public deals valued at $110.8 billion. Kirkland & Ellis ranked second in the high-profile public M&A advisory market while Sullivan & Cromwell rounded out the top three.
| Rank | Firm | Equity Value ($bil) |
|---|---|---|
| 1 | Wachtell, Lipton, Rosen & Katz | 110.8 |
| 2 | Kirkland & Ellis | 90.3 |
| 3 | Sullivan & Cromwell | 54.7 |
M&A Adviser Fee Watch
As of April 1, 2019, M&A advisory fees of $872.4 million have already been disclosed on U.S. public deals announced during the first quarter of 2019. JP Morgan led the market with $212 million in fees disclosed. Goldman, Sachs & Co. took second place among financial advisers. Centerview Partners rounded out the top three in disclosed fees.
Securities Offerings
High-Yield Bonds
The number of new issues of SEC registered high-yield bonds fell by 48% in Q1 2019. The dollar volume declined by 50.4% compared to Q1 2018.
IPOs
We used our new IPO platform to analyze U.S. IPO trends for the first quarter of 2019. Read more