Focus On: N. Bulent Gultekin

Expect Marginal Improvement in the M&A Market

Merger and acquisition (M&A) activity will likely increase in 2012, at least marginally, compared with last year as a general market recovery continues, according to 825 executives who responded to a survey conducted by Knowledge@Wharton and KPMG.

Nearly 70% of respondents said their companies would likely make at least one acquisition this year, compared with just 57% who predicted that in last year’s survey. Corporations and private equity firms have more cash available for these transactions than in recent years, say Wharton and KPMG experts. The top motivator for acquisitions in 2012 is a desire for geographic expansion (29%), followed by entry into a new business line (18%) and expansion of the customer base (17%), respondents reported in the survey, the findings of which are detailed in a report titled “Executives Show Guarded Optimism about M&A in the Year Ahead.”

“The action in the private equity (PE) space is picking up,” says Bulent Gultekin, a Wharton finance professor. Adds Marc Moyers, KPMG national sector leader for PE, “For private equity, we have seen an expansion in geographic reach from many of the PE firms that we serve. Firms are raising funds, opening offices in emerging markets and diversifying their product platforms to give them greater flexibility and opportunity to grow their business.”

Finance topped the list of sectors expected to see the most M&A activity (42%), followed by telecom and technology (32%), health care and pharmaceuticals (26%), and energy (22%). Survey participants expect the largest number of deals in North America (62%), followed by China (36%), Western Europe (30%) and Brazil (20%).

Many executives surveyed were more enthusiastic about the deal environment than the general economy. Two-thirds of respondents to the survey, which was conducted in early December, expect an economic recovery to arrive no earlier than the end of 2013. Only 6% expect the economy to recover in the first half of 2012, while 24% look for recovery by year end.

Their mostly upbeat outlook for this year also took into account a difficult operating environment. Nearly half of all respondents said it is more challenging to make accurate financial forecasts today compared with any time in the last 10 years, and 32% said it was significantly tougher. Still, there were concerns that it would not take much to throw things off track, including a combination of recessionary fears and a slow growth environment (53%), uncertainty surrounding the U.S. political climate (28%) and concerns about the ongoing European financial and economic crisis (25%).

On balance, though, respondents felt that most of the potential pitfalls will be avoided. “As the consumer deleverages, businesses get their houses in order and governments deal with their debt issues, the business climate for M&A will likely improve,” said Dan Tiemann, Americas transactions and restructuring lead for KPMG.

The survey was produced by Knowledge@Wharton and sponsored by KPMG LLP (U.S.)

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Remembering Private Equity Pioneer Ted Forstmann

Ted Forstmann, a major private equity dealmaker in the leveraged buyout wave of the 1980s and the first to describe corporate takeover firms as “barbarians at the gate,” will be remembered as a pioneer in the private equity business. Yet despite his early success in highly leveraged finance deals, he later became a critic of using junk bonds that he said saddled companies with too much debt.

Forstmann, who died Sunday of brain cancer at 71, founded the investment firm, Forstmann Little & Co. in 1978 and participated in major buyouts of companies including Topps, the baseball trading card manufacturer, Dr. Pepper, General Instrument and Gulfstream. Most recently, he has been focused on IMG, the sports and marketing firm he acquired in 2004 that represents athletes and celebrities including Derek Jeter, Heidi Klum and Tiger Woods.

“Teddy Forstmann was one of the early pioneers of our industry and we will all mourn his loss,” says Rob Newbold, managing principal of the investment firm Graham Partners in Newtown Square, Pa. and co-chairman of the Wharton Private Equity Partnership.

Wharton finance professor Bulent Gultekin, who teaches the school’s advanced seminar on private equity, says Forstmann, along with others including Michael Milken and the founders of the buyout firm Kohlberg, Kravis Roberts & Co., transformed American business. At the time, he notes, the U.S. stock market was undervalued with a price-to-earnings ratio of 6.

“It was the beginning of the restructuring of corporate America. It speeded everything up and forced companies to be more efficient. For the first time there was a challenge to corporate control from the outside,” says Gultekin. Prior to the rise of private equity funds, he adds, companies used cash or stock to acquire one another in more genteel merger agreements.

Under pressure from raiders, managements became lean and focused on core businesses. Globalization was, in part, an outgrowth of the buyout era as managers sought better returns by moving production to low-cost developing nations, Gultekin says.

As the value of leverage buyout deals escalated, Forstmann began to grow concerned about industry excess and called the junk bonds used to finance highly leveraged transactions “wampum” or “funny money.” “Every week, with ever-increasing levels of irresponsibility, many billions of dollars in American assets are being saddled with debt that has virtually no chance of being repaid,” Forstmann wrote in a 1988 Wall Street Journal opinion article.

Forstmann was golfing with Richard Gelb, the former chairman of Bristol Meyers, in the late 1980s when the two began to discuss the buyout frenzy. Gelb asked Forstmann what all the deal-making meant. “It means the barbarians are at the gate,” Mr. Forstmann told Gelb. “And they’ll be coming for you next.” The phrase was used in the title of the best-selling 1990 book about the buyout of RJR Nabisco.

Despite its early success, Forstmann’s firm suffered after making ill-timed investments in telecommunications as the Internet technology bubble collapsed in the early 2000s. In all, Forstmann’s firm made 31 investments and returned more than $15 billion to investors, according to IMG.

In addition to his career in finance, Forstmann was a leading philanthropist donating millions to charity. He was an early proponent of voucher programs for education in the 1990s that eventually led to the charter schools movement. Moved by Nelson Mandela’s efforts to help orphaned children in South Africa, Forstmann donated $1 million to the cause. He later became the guardian of two South African orphans and raised them in New York.

With an outsized personality, Forstmann was highly visible in the New York social scene and dated glamorous models and celebrities including Princess Diana, who later became a close friend. But it will be for his role as a leader in the early days of private equity that Forstmann will be remembered most. According to Gultekin, “I see the impact of that group as really changing the American corporate landscape.”

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What Does the Palestine Debate Mean for Israel?

Current efforts by Palestinian authorities to enhance their United Nations status to full membership have drawn worldwide attention to the unresolved issue of Palestine’s future as an independent state. It remains to be seen, however, what impact that attention will have on Israel’s stature in the global economy.  

Will foreign firms largely brush off the brouhaha as irrelevant to Israel’s economic future? Or will some scale down their efforts to participate in Israel’s growth because of increasing fears about the country’s security? Will some multinationals postpone their efforts to become more deeply involved in the Israeli economy as a result of political turbulence in the West Bank or Gaza that could erupt as a result of the events at the U.N.?

According to Wharton marketing professor David Reibstein, the dispute at the U.N. could “further polarize people” while running the risk of creating negative publicity about Israel. Rather than provide an opportunity to examine complex issues in great depth, the noisy debate could make Israel appear as if it opposes the legitimate aspirations of Palestinians for statehood, he notes. By highlighting ongoing tensions in the region, the debate could thus have “some negative impact on the economic brand of Israel.”

Moreover, Reibstein says, “the risk factor [of doing business in Israel] could go up with the visibility of the conflict” at the U.N., and potentially increase the hesitancy of some foreign firms to invest in the country. He adds that the attention on Palestine’s bid for full U.N. membership will probably die down eventually, but “the question is, how much disruption will [the issue] cause in the meantime?”

Wharton finance professor Bulent Gultekin agrees that the latest developments at the United Nations will create more tension in the region, and possibly discourage some foreign companies from investing in Israel. “Israel will feel itself isolated” as a result of the process. “It is very frustrating for all of us who are trying to help the peace process in the whole area,” says Guletkin, a former governor of the Turkish central bank. “Israel is in a position to be more magnanimous [about Palestine].”

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Manila or Bust?

As EU leaders wrangle over whether and how to give the 440 billion euro ($600 billion) European Financial Stability Facility (EFSF) more lending powers at next month’s summit, there has been no shortage of proposals in recent weeks about how best to get Europe out of its debt mess.

One increasingly popular idea for dealing with Europe’s debt crisis is to let Greece, and possibly Ireland and Portugal, essentially default. “Default is no longer unthinkable,” says Wharton finance professor Richard Marston. “I am increasingly convinced that both Greece and Ireland will have to do this. Look at the credit spreads. They are telling you that the markets expect a default. But a lot depends on how it is done.”

Another proposal is debt forgiveness, as Paul De Grauwe wrote in a January policy brief from the Centre for European Policy Studies. So rather than subjecting, say, Ireland to the “punitive interest rates” of 6% as part of its EFSF package — which the country will struggle to pay — the fund could charge 3.5%, which is the interest rate Germany pays “plus some ‘gentle’ risk premium,” thereby substantially reducing the fiscal effort Ireland would need to stabilize its debt ratio (likely to be around 110% of GDP by the end of this year) and lower the default risk. The challenge there, of course, is convincing creditor countries to provide the liquidity.

For Greece — the first country to turn to the EFSF last year — a solution said to be under consideration is what German news publication Spiegel calls “the Manila model,” reportedly named after a plan used in the Philippines in the 1980s. The voluntary Manila plan gives investors a choice: If they accept Greece’s discounted bonds (which would be bought back using an EFSF credit line), they have to book a considerable loss, but at least they would know that the losses would not be even greater. If they don’t accept the bonds, they agree to accept the risk of Greece becoming insolvent.

Marston says the Manila model “is an intriguing one because it lets the market set the terms at which Greece or any other country restructures its debt.” As he points out, there is already a huge discount on Greek debt — reflected in the huge interest premiums over German government bonds — so the restructuring would lower the debt burden substantially. What’s more, “the costs of such a buyback would be borne by the banks holding the debt.  So there are still pressures to avoid a writedown,” he notes.

Wharton finance professor N. Bulent Gultekin believes Greece could indeed end up with some sort of debt swap. “If lenders accept a flat discount, the [European Central Bank] or any entity will issue new bonds backed by their guarantees, and then speculation about a Greek or Portuguese default will disappear.”

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