Deals: A Maple Leaf Melody

In our M&A roundup for the period ended Aug. 3, Canadian minerals and tobacco products account for much of the activity, although KKR has its day.

Canada’s mining interests — not to mention the wafting smoke from its tobacco products — were at the center of much of the dealmaking last week. Kohlberg Kravis Roberts & Co., though, weighed in with a $2.3-billion arrangement to by its private equity fund management company.

The top deal was Teck Cominco Ltd.’s $11.10-billion purchase of Fording Canadian Coal Trust. But also, Philip Morris International Inc. bought Toronto’s Rothmans tobacco products concern for $2.03 billion, to name two of the five deals with a Canadian flavor.

Overall, deal volume was more active, nearly hitting $20 billion, compared to the $12.16 billion of the prior week. Mergers and acquisitions were peppered with non-Canadian transactions — the sale of a Unilever laundry business here, a SunGard Data Systems software purchase there — but basically, the activity was in the great northland, according to data on the top 10 North American transactions provided to by mergermarket.

The 44 deals that were struck last week brought the year-to-date transaction total to $601.64 billion, still less than half the volume of dealmaking that had been done at this time last year, when 3,035 companies were purchased. In the prior week, 41 transactions were arranged.

Teck Cominco Ltd. to buy Fording Canadian Coal Trust for $11.10 billion

The Calgary, Canada- based open-ended mutual fund coal trust definitively agreed to be acquired by Teck Cominco, of Vancouver, Canada, which is engaged primarily in exploring for and developing natural resources. Both boards approved the merger for $82 and 0.245 of a Teck Cominco share for the 80-percent interest in Fording Canadian that Teck Cominco does not own. The price, totaling $91.66 a share, provides a premium of 11.1 percent for a deal that is expected to close in late October.
Seller financial advisor: National Bank Financial; RBC Capital Markets
Bidder financial advisor: CIBC World Markets; Merrill Lynch
Seller legal advisor: Osler Hoskin & Harcourt
Bidder legal advisor: Lang Michener; Paul Weiss Rifkind Wharton & Garrison; Stikeman Elliott

Kohlberg Kravis Roberts & Co. to buy KKR Private Equity Investors L.P (KPE) for $2.30 billion

New York City-based private equity firm Kohlberg Kravis Roberts agreed to acquire the KKR Private Equity Investors fund management operation based in St. Peter Port, the Channel Islands, in a reverse takeover. Completion is expected in the fourth quarter.
Seller financial advisor: Citigroup; Lazard
Bidder financial advisor: Morgan Stanley; Goldman Sachs
Seller legal advisor: Cravath, Swaine & Moore; Bredin Prat; Weil Gotshal & Manges
Bidder legal advisor: Davis Polk & Wardwell; Simpson Thacher & Bartlett

Philip Morris International Inc. to buy Rothmans Inc. for $2.03 billion

Toronto-based manufacturer and distributor of tobacco products Rothmans definitively agreed to be acquired by New York City-based Philip Morris International for $30.26 a share, a premium of 14.6 percent. The tender offer is expected to be completed by 30-Sept-08.
Seller financial advisor: BMO Capital Markets
Bidder financial advisor: JPMorgan
Seller legal advisor: Gowling Lafleur Henderson; Davies Ward Phillips & Vineberg
Bidder legal advisor: Wachtell, Lipton, Rosen & Katz; Heenan Blaikie


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