Deals: Even Holding the Beer, a Big Week

In our M&A Roundup for the week ended July 13, Dow buying Rohm & Haas leads the way, followed by two U.S. purchases by European firms.

InBev’s $52-billion handshake with Anheuser-Busch fell a day short of making our July 13 merger-and-acquisition tally. But a rush of four sizable transactions still boosted the dealmaking total to a healthy $29 billion. The leading purchase: Dow Chemical Co.’s strategic addition of specialty-chemical maker Rohm & Haas Co. for $18.47 billion, including assumed debt.

Two of the other three largest North American deals among the top ten recorded in data provided to CFO.com by mergermarket, involved European buyers. Credit Mutuel SA, the French holding company for banks, acquired the German Citibank Privatkunden AG & Co. property of Citigroup Inc. for $7.74 billion, while Germany’s Fresenius SE, a health care company, will pay $3.73 billion for Los Angeles-based APP Pharmaceuticals, which develops, manufactures and markets injectable pharmaceutical products..

The number of transactions fell to 40 from 53, but the top deals were much larger than the tepid total of the prior week. Four deals were over the $3-billion threshold.

The M&A brought the value of 2008 dealmaking to $481.3 billion, encompassing 3,080 deals, compared with 2,854 deals worth $1.09 trillion a year ago at this time.

Dow Chemical Co. to buy Rohm & Haas Ltd. for $18.47 billion

Philadelphia-based specialty materials maker Rohm & Haas definitively agreed to be acquired by Midland, Mich.-based Dow Chemical for $78 a share, a premium of 74 percent. Not counting the debt assumed in the deal, it is worth about $15.3 billion. The acquisition by Dow, a diversified chemical company offering chemical, plastic, and agricultural products and services, is expected to close by early next year.
Seller financial advisor: Goldman Sachs; Lazard
Bidder financial advisor: Citi; Merrill Lynch; Morgan Stanley
Seller legal advisor: Wachtell, Lipton, Rosen & Katz; Cravath, Swaine & Moore; Sullivan & Cromwell
Bidder legal advisor: Shearman and Sterling; Cleary Gottlieb

Credit Mutuel SA to buy Citibank Privatkunden AG & Co KGaA from Citigroup Inc for $7.74 billion

Credit Mutuel SA, the Brest, France-based holding company for banks, has acquired Citibank Privatkunden AG & Co. KGaA, the Dusseldorf, Germany- based retail bank that is part of Citigroup Inc. The price being paid the New York City based banking group includes $7.7 billion of cash, along with earnings through the deal’s closing. That is expected the fourth quarter.
Seller financial advisor: Citigroup Inc
Bidder financial advisor: Lehman Brothers
Seller legal advisor: Linklaters
Bidder legal advisor: Bredin Prat; Herbert Smith/Gleiss Lutz/Stibbe

Fresenius SE to buy APP Pharmaceuticals for $3.73 billion

Los Angeles-based APP Pharmaceuticals Inc. definitively agreed to be acquired by Fresenius SE, of Bad Homburg, Germany, a health care company with products and services for dialysis, hospitals and outpatient medical care. Both boards have approved the merger. APP is a fully integrated pharmaceutical company that develops, manufactures and markets injectable pharmaceutical products. The price per share is $23 and a contingent value right worth up to $6 per share in cash, based on the meeting of financial targets after the merger. That represents a premium of 29 percent.
Seller financial advisor: Goldman Sachs; Lazard
Bidder financial advisor: Deutsche Bank
Seller legal advisor: Fried, Frank, Harris, Shriver & Jacobson
Bidder legal advisor: Skadden, Arps, Slate, Meagher + Flom;
Latham & Watkins;
Freshfields Bruckhaus Deringer

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