Deals: Steel and Germs, but No Guns

In our M&A roundup for the period ended Aug. 17, Russia's Novolipietsk Steel makes the biggest buy, with a drug deal and a drug-store deal right behind it.

The celebrated 1996 book studying “the fates of human societies,” Jared Diamond’s “Guns, Germs and Steel,” came close to describing last week in dealmaking.

Russia’s Novolipietsk Steel agreed to buy steel pipe and tube company John Maneely Co. from Carlyle Group and family owners for $3.53 billion, for the biggest North American transaction. Meanwhile, Australia’s CSL Limited said it would pay $3.10 billion for Talecris Biotherapeutics Inc., a North Carolina company that makes and markets vaccines and medications. And also in the vicinity of the germs business, the Number Three deal was CVS-Caremark Corp.’s $2.75-billion agreement to buy Longs Drug Stores Corp.

Too bad Remington or Colt — or Lockheed Martin, for that matter — weren’t in play. The remaining transactions didn’t have anything to do with weaponry. But many reflected the global consolidation trend, according to a compilation of the top 10 North American deals and other data provided to by mergermarket. All but 3 of the 10 were cross-border transactions, in fact.

The next-largest deals, for example, were led by Permira Advisers LLP and News Corp.’s agreement to buy NDS Group Plc for $2.06 billion. NDS is a UK-based supplier of digital technology for pay television. And along with media and entertainment giant News Corp., the other buyer was a UK-based private equity concern.

Total deal volume of $13.06 was up sharply from the prior week’s $7.05 billion, although the number of deals struck plunged to 28 from 52. Year-to-date deal value is now $625.61 billion, based on 2,385 transactions through Aug. 17. That’s down from $1.25 trillion based on 3,328 transactions.

Novolipetsk Steel to buy John Maneely Co. from The Carlyle Group LLC; and The Zekelman family for $3.53 billion

Novolipetsk Steel, of Lipetsk, Russia, agreed to acquire Collingswood, N.J.-based pipe and tube manufacturing company John Maneely private-equity concern Carlyle, along with the Zekelman family and other shareholders. The price is on a debt and cash free basis, and the transaction is expected to close in the fourth quarter.
Seller financial advisor: GMP Securities; Goldman Sachs; JPMorgan
Bidder financial advisor: Merrill Lynch
Seller legal advisor: Latham & Watkins
Bidder legal advisor: Debevoise & Plimpton ; Stikeman Elliott

CSL Limited to buy Talecris Biotherapeutics Inc. from Ampersand Ventures, Cerberus Partners LP for $3.10 billion

Victoria, Australia-based CSL, which develops, manufactures, and markets vaccines and medications of biological origin, agreed to acquire Talecris Biotherapeutics, of Research Triangle Park, N.C. It is a producer of critical care treatments for life-threatening disorders. Cerberus Partners and Ampersand Ventures, the sellers, are U.S. private equity firms.
Seller financial advisor: Goldman Sachs; Morgan Stanley
Bidder financial advisor: Merrill Lynch
Seller legal advisor: Arnold & Porter ; Sullivan & Cromwell
Bidder legal advisor: Allens Arthur Robinson; Covington & Burling; Simpson Thacher & Bartlett


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