Investment banks are scrambling to keep hard-won mandates as European companies abandon plans for initial public offerings in favour of a sale or spin off, opening up the field to rivals. French media group Lagardere recently mandated Lazard to find a buyer for its 20 percent stake in pay-TV channel Canal+, and is in talks with US investment fund Hellman & Friedman, according to La Tribune.
Yet its original IPO, postponed in March last year due to market volatility, was being run by BNP Paribas, J.P. Morgan, Nomura and Societe Generale. "It is clearly a worry. Alternatives such as the private equity bid or the spin off are becoming more and more attractive to corporates than the IPO route," said one equity capital markets (ECM) banker.
Europe has seen virtually nothing in the way of sizeable new listings since the middle of last year as deepening concern over the financial health of the euro zone sent investors running and forced most companies to put their market debut plans on ice. So far bankers specialising in share sales have been busying themselves in lining up new IPO candidates and ensuring existing clients are ready when the markets thaw again.
But with markets still choppy and valuations depressed, other options are increasingly attractive for owners whose priority is to offload an asset rather than become a public company, as well as those who have more urgent financing needs. Last week Dutch bancassurer ING scrapped plans to list its combined European and Asian insurance and investment operations, and several others who had postponed floats last year, including Austria's Isolvoltaic, are now looking for buyers.
Russia's Severstal has spun off its Nord Gold unit, having failed to float last year. This means bankers are having to broaden their offerings if they want to ensure clients don't look elsewhere for help. "Banks need to constantly be thinking of all other alternatives because plan A is very often now not where we end up," said Antony Isaacs, head of equity capital markets (ECM) in Europe at Macquarie.
While private-equity backed companies will tend to ask a bank to prepare for a sale and float simultaneously, those banks working for other IPO candidates find their role more at risk. "When it is a private company, for example founder owned, then there is definitely a risk that your role is exposed because you were asleep at the wheel and somebody else brings an idea that you didn't think about," said Isaacs.
The current squeeze on banks in Europe means that private equity groups in the region looking to buy former IPO candidates are having difficulty accessing debt financing. However other candidates are emerging. "We are seeing a fair number of trade buyers coming in to look at assets and many of these are Asian," said Isaacs.
"There is no question there are buyers sniffing around and I would agree with the predictions this year is likely to be a reasonably big year for M+A." While investment banks can earn similar, if not larger, fees advising on a sale, competition to win the mandate is fiercer because merger and acquisition (M&A) deals involve only a fraction of the number of banks seen in an IPO syndicate. The same goes for spin-offs, which are also less labour intensive.
"Ultimately a lot of IPO banks are in the syndicate because of their lending relationships - that doesn't necessarily get you a ticket on the M&A advisory," said the ECM banker. Small boutique advisory houses, which don't have equity distribution businesses, also come in to play when a sale is on the cards, he added, increasing competition for deals.
ECM bankers will continue to be creative in their attempts to get IPO activity going. Some predict more firms will follow in the footsteps of oil producer RusPetro and tweak the process to reduce their market exposure. But they are also resigned to the fact that, for now at least, a float may no longer be a company's first choice."It is our job to try and get the IPO market to function again," said a London-based banker. "But any owner of an asset that is looking for an exit in the near future would be careless not to be looking at other options at the moment."
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