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Private equity investors are again rolling the dice on initial public offerings. And for the first time since the crisis, they're attempting to take profits -- as long as IPO markets tolerate it.
Consider the amended filing by Talecris Biotherapeutics Holdings Corp., owned by Cerberus Capital Management LP and Ampersand Ventures. Talecris applied to go public in August 2007 to raise $1 billion. This was considered gargantuan for a biotech issuer, particularly since it was soon after the credit markets had tightened and the buyout boom had begun to lose its sizzle.
Talecris has scaled back its target this time to close to $850 million in proceeds at the $19 midpoint of its $18 to $20 target range, according to a Sept. 13 filing. Of the total, majority owner Cerberus, with 74.3%, and Ampersand, with 25.7%, are offÂloading 15.8 million shares for about $300 million.
Not bad, considering they've already raked in $760 million in dividends from a $1.36 billion recapitalization in 2006, plus part of a $73 million dividend declared at the end of 2005. All this on $125 million equity in the $303.5 million leveraged buyout in 2005. If successful, the IPO would value their remaining 60.5% combined share of Talecris at $1.4 billion, not counting the greenshoe option.
| And now a word from our sponsors! | ||
| U.S. listed financial sponsor IPOs through Sep. 9 of each year | ||
Date priced |
Value ($mill.) |
No. of offferings |
2004 YTD |
$9,905.9 |
47 |
2005 YTD |
16,365.4 |
65 |
2006 YTD |
10,924.5 |
47 |
2007 YTD |
14,791.4 |
65 |
2008 YTD |
2,388.2 |
7 |
2009 YTD |
1,735.6 |
6 |
Source: Dealogic |
||
Since the IPO markets began showing signs of recovery this year, sponsors have tended to approach the markets gingerly, valuing shares conservatively relative to public comparables. So far they've been able to maximize the profit taking where their portfolio companies can present compelling stories.
"In this marketplace, the underwriters are more willing to talk about a secondary share of the proceeds, and that's a change from the past," says a Wall Street banker.
Much of it is driven by the dearth of good quality IPO candidates. In many cases, it's a vintage issue, with sponsors just about at the tail end of the holding periods for investments.
Four of the six private equity-backed IPOs that listed as of Sept. 9 were technology companies. Of the largest, Kohlberg Kravis Roberts & Co. and Silver Lake's Avago Technologies Ltd., maker of semiconductors for mobile phones and consumer appliances, and healthcare management services company Emdeon Inc., backed by Hellman & Friedman LLC and General Atlantic LLC, raised $828 million and $367 million, respectively, with hefty profits for backers.
To be sure, most of the 14 PE-backed issuers (as of Sept. 15) in the expanding IPO queue are raising money to pare the burdensome debt that a company had assumed after an LBO or recapitalization. A few are anxious to raise capital to fund investments, such as Hyatt Hotels Corp., owned by Chicago's Pritzker family, Goldman Sachs Capital Partners and Madrone Capital Partners.
Cobalt International Energy LP, owned by a group led by First Reserve Corp., needs more cash to fund oil and gas drilling activity. It hasn't yet struck oil, but sponsors aren't willing to put up more equity. There will be "pricing resistance" to reflect those factors, but this is the only way they can raise cash, says Kevin O'Mara, a partner at Jones Day.
In the case of KKR's discount retailer Dollar General Corp., the sponsor is not only capitalizing on the company's standout performance in the recession, but seeks to establish its credibility ahead of its own IPO. Similarly, Bain Capital LLC looks to ride the coattails of its successful Dollarama Inc. of Montreal.
Will investors buy in? Time will tell, but watch for Talecris as a bellwether.
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