Tuesday, August 5, 2014 is likely to go down as one of the darkest days in the tempestuous history of Wall Street’s mergers and acquisitions market.
2014年8月5日星期二,这一天很可能会成为华尔街并购市场纷乱历史中最黑暗的一天。
In the space of a few fraught hours, deals worth $120bn collapsed, sending shock waves through the stock market and sparking concern about the sustainability of a transaction boom that has gathered pace since the start of the year.
在令人懊恼的短短几个小时之内,价值1200亿美元的并购交易不翼而飞,由此产生的冲击波传遍了股市,令人们不禁担心:自年初开始持续升温的并购交易热潮还能否持续。
First to go down was 21st Century Fox’s $71bn attempt to buy Time Warner. The media company controlled by Rupert Murdoch blamed the death of the deal on Time Warner’s failure “to explore an offer which was highly compelling”.
第一宗取消的交易是21世纪福克斯公司(21st Century Fox)对时代华纳(Timer Warner)规模为710亿美元的收购。这家由鲁伯特•默多克(Rupert Murdoch)控股的媒体公司将该交易的失败原因归结于时代华纳未能“仔细考察一下原本极具吸引力的开价”。
The announcement, coming just three weeks after Mr Murdoch made public his interest, bought an abrupt end to a takeover battle that many had expected to last for months.
该声明的发布为一场许多人以为会持续数月的收购大战画上了句号,而实际上距离默多克公开其收购意愿只有三周。
Within minutes of the news breaking, theories as to what had “really” caused the hard-charging media baron to walk away were flying. Investors, too, were ill prepared and sent shares in Time Warner down 11 per cent in after-hours trading. By contrast, Fox’s shares, which had declined steadily since it made its offer, rose 6.7 per cent.
这一新闻爆出之后,对这位强硬媒体大亨退出该交易“真实”原因的种种解读在几分钟内就传遍市场。投资者对此也毫无准备,致使时代华纳的股价在盘后交易中大幅下跌11%。与此相反,尽管福克斯在提出收购要约后股价一直在稳步下跌,消息传出后其股价却上升了6.7%。
Two hours later, and with New York beginning its descent into a sticky summer night, rumours started to emerge that Sprint, the mobile phone operator controlled by Japanese billionaire Masayoshi Son, had walked away from its own multibillion-dollar bid to acquire rival carrier T-Mobile US.
两小时后,就在湿热的夏夜降临纽约之际,市场中开始出现新的传闻。传闻表示,日本亿万富翁孙正义(Masayoshi Son)控股的移动电话运营商Sprint已撤出了对其对手、运营商T-Mobile美国(T-Mobile US)数十亿美元的竞购。
In this case, though, the collapse was less a result of bad dialogue than it was political resistance.
不过,该案例中交易的失败与其说是出于沟通不畅,不如说是政治阻力所致。
In spite of never formally launching an offer, Mr Son has faced staunch opposition from regulators over the anti-trust issues arising from a deal that would have merged the US’s third- and fourth-largest mobile phone operators.
尽管从未发出正式收购要约,对于这样一宗会把美国第三大和第四大移动电话运营商合并的交易,孙正义还是因反垄断问题遭遇了监管机构的坚决反对。
His patience – and perhaps stomach – for that fight finally ebbed during the past few days, ending a hypothetical battle with Washington that has dragged on since late last year. The decision to do so wiped 15 per cent from Sprint’s market value, while shares in T-Mobile US fell 9 per cent.
他对(与监管方)抗争的耐心(或许应该说是欲望)终于在过去几天里消散,从而结束了自去年底拖延至今的这场与华盛顿间假想中的抗争。这一决定抹去了Sprint 15%的市值,而T-Mobile美国的股票则下跌了9%。
To further complicate matters, it emerged earlier on Tuesday that T-Mobile US was preparing to formally reject an unsolicited $15bn bid for part of the company from French mobile phone operator Iliad.
令局面愈发复杂的是,周二早些时候有消息传出,T-Mobile美国正准备正式拒绝法国移动电话运营商伊利亚特(Iliad)主动提出的收购要约。后者打算斥资150亿美元收购前者部分股份。
Accompanying these blockbuster failures, there were sideshows.
除了这些重磅炸弹,市场中还有一些令人失望的“垫场戏”。
Walgreens, the US drug store chain, is poised on Wednesday to push ahead with its well trailed $10bn acquisition for the rest of Alliance Boots, the UK pharmacy that it bought a majority stake in last year.
周三,美国药品连锁店沃尔格林(Walgreens)正随时准备推进对英国药店联合博姿(Alliance Boots)剩余股份的买入。这一100亿美元的并购交易目前进展顺利,去年该公司就已买入联合博姿多数股份。
Crucially, however, the US company is expected not to use the transaction to re-domicile its headquarters to Europe – a move known as a tax inversion. By moving away from the US’s high corporate tax rate, Walgreens would have saved billions of dollars. But the company has bowed to intense political rather than investor pressure. Its shares fell 4.2 per cent.
然而,关键在于这家美国公司预计不会借这次并购交易将总部迁往欧洲——这是一种众所周知的“税收倒置(tax inversion)”手段。沃尔格林本可以以此规避美国过高的企业税率,省下数十亿美元。然而它却选择屈从于强大的政治压力而不是投资者的压力。为此,它的股价下跌了4.2%。
Not to miss out on the negative news flow for deal-making, the US Treasury reiterated its dislike of tax inversions, adding to a growing sense on Wall Street that Washington is going to act sooner rather than later to legislate against what has proved a deal-making catalyst this year.
此外,我们也不应错过在促成交易方面的负面新闻:美国财政部(Treasury)重申了对“税收倒置”行为的反对态度。目前,华尔街(Wall Street)日益强烈地感受到,美国政府将会尽早而不是更晚一些采取行动,立法阻止“税收倒置”行为——这种方式已在今年被证明是促成并购交易的催化剂。而财政部的表态则令这种感觉愈发强烈。
Tuesday also marked something of a bloodbath in the billionaires’ club.
此外,周二亿万富翁俱乐部的大面积悲剧也令人印象深刻。
Mr Murdoch and Mr Son, both seasoned winners in M&A, looked on as months of work – and with it some not insignificant reputational capital – evaporated. Stefano Pessina, the Italian billionaire and chairman of Alliance Boots, had been linked with a more senior role at Walgreens if the inversion went ahead. That now looks to be off the agenda. Meanwhile, Xavier Niel, the French tycoon who controls Iliad, is expected to find himself formally thwarted on Wednesday in a bid he made less than a week ago.
两名并购老手默多克和孙正义眼睁睁地看着几个月的工作付之东流,一同打水漂的还包括部分决非无关紧要的名誉资本。意大利亿万富翁、联合博姿董事长斯特法诺•佩希纳(Stefano Pessina)一直被许以在沃尔格林的极高职位——如果避税开展下去的话。与此同时,控股伊利亚特的法国大亨沙维尔•尼尔(Xavier Niel)预计也会在周三发现,他在不到一周前提出的要约正式遭遇挫败。
That so much could turn sour in a single day is unusual but perhaps timely.
一天之内上演这么多反转戏码,确实非比寻常,不过这一天也许来得十分及时。
The M&A market has soared during the past six months, with the value of deals globally passing $2tn in July – the earliest point in the year it has done so since 2007. But even before the day of failed deals, there were questions about how long such a run would last, with Washington’s revulsion of tax inversions further damping animal spirits.
过去6个月里并购市场已大幅扩张,到7月份全球并购交易的规模突破了2万亿美元——这是2007年以来最快达到这一规模的一年。然而即便是在充满失败交易的这天以前,在美国政府对“税收倒置”的厌恶情绪进一步压制市场的“动物精神(animal spirits)”之际,仍有人在问这波热潮将持续多久。
Yet such are the vicissitudes of the M&A market that news of a fresh mega deal could easily swing sentiment back to positive and help salve the wounds of a traumatic Tuesday on Wall Street.
不过,并购市场的波动就是这样,新的大规模交易的消息会轻而易举地令市场情绪乐观起来,并帮助抚平华尔街“黑色星期二”造成的伤痛。