A break in the clouds: M&A in the first half of 2019
The US M&A market delivered a surprisingly robust first half, with total value rising 9 percent year-on-year. Volume, on the other hand, dipped 21 percent
After a drop in activity in the second half of 2018, US M&A has recovered strongly in the first two quarters of 2019, demonstrating the appeal of dealmaking—despite uncertainty.
In spite of several quarters of growing uncertainty about macroeconomic headwinds, US M&A deal value grew again in the first half of 2019. Overall value for the first six months of the year was up 9 percent compared to the same period in 2018. And US deal value took up a larger share of global M&A, making up 53 percent of total global deal value, up from 41 percent in H1 2018. US deal volume, on the other hand, was down 21 percent compared to 2018, a record year for deal volume.
This is good news, particularly since global activity declined on both value and volume measures this year. But the future seems more uncertain today than it has in some time, particularly since there are strong reasons for both caution and optimism.
There are some signals warning that we are due for an economic correction, despite a US economy that remains healthy. US Federal Reserve Chairman, Jerome Powell, recently hinted at rate cuts, highlighting that uncertainty over trade policy and weakening global growth continue to have negative implications. Trade troubles persist, particularly with China. An inverted yield curve suggests that the market expects a downturn on the horizon. And, after a lengthy period of frenzied dealmaking, valuations are high.
Yet the US economic backdrop remains favorable, at least for now. Capital markets are at record levels and there is plenty of financing available for companies who need it to fund dealmaking. Private equity firms continue to amass capital to deploy.
Though deal volume has dropped for three quarters in a row, viewed in the longer-term context, activity remains robust.
Whether the second half of the year can sustain the same level of activity as H1 remains to be seen. The year-on-year growth in M&A value suggests that dealmakers still have appetite, as well as the capacity, to execute deals if the strategic rationale makes sense.
The US M&A market delivered a surprisingly robust first half, with total value rising 9 percent year-on-year. Volume, on the other hand, dipped 21 percent
Despite accumulating a vast, historic pile of capital for acquisitions, private equity has moderated its pace of buyouts in the first half of the year
The pharmaceutical, medical and biotech sector was number one by value, followed by technology, media and telecoms (TMT). TMT led by volume, followed by industrial and chemicals.
The need to replenish intellectual property has pushed the pharma industry to the highest-performing sector by M&A value
H1 2019 has seen deal value continue to climb in technology M&A, as digital disruption overtakes segments of the market such as fintech and Big Data
M&A activity in the retail sector fell sharply during the first half of 2019, as uncertainty and digital disruption continue to put pressure on the sector
Concerns about the price of oil have left the industry reluctant to strike deals, bringing down volume and value in H1
After a standout 2018, real estate M&A has dropped significantly in the first half of 2019, but segments of the market such as logistics and hotels have remained attractive
The first half of 2019 saw several decisions from the Delaware courts that will affect M&A dealmaking
Proposed revisions to current financial statement disclosure requirements for business acquisitions and dispositions would simplify compliance while ensuring investors get the information they need
Many of the factors that have underpinned recent M&A activity remain in place, but concerns are mounting
The need to replenish intellectual property has pushed the pharma industry to the highest-performing sector by M&A value
Stay current on global M&A activity
In the pharmaceuticals, medical and biotech sector, deal value in the first half of the year was up 142 percent to US$172 billion—making it the best-performing sector in terms of value in H1. But volume was down 11 percent to 282 transactions. Much of this increase in value can be attributed to Bristol-Myers Squibb's purchase of Celgene, one of the largest-ever deals in the sector.
The blockbuster US$89.5 billion Celgene deal is indicative of the market. Big pharma is competing fiercely in areas such as immuno-oncology, where breakthrough drugs are now transforming patient outcomes. These treatments have the added attraction of being more difficult for generics firms to replicate when they move off-patent.
It is notable that the third-biggest deal of the year so far, though much smaller, took place in the same segment of the market. Pfizer’s US$10.7 billion purchase of Array BioPharma will broaden its cancer drugs offering and strengthen its biopharma business.
Elsewhere in the industry, consumer health remains an interesting segment, with a number of large pharmaceutical companies divesting their businesses in this area of the market. Such deals reflect a desire to focus on the core business, particularly in the face of scrutiny from activist investors urging companies to concentrate their efforts where the most value is being generated.
Looking forward, there is now scope for increased M&A activity among firms seeking technological innovation. One area of interest, for example, is the increasing use of technology to improve decision-making during the clinical trials process. Enhanced use of technology will continue to be an important theme throughout the sector.
Another possibility is further M&A activity at a more strategic level, including deals designed around the principle of vertical integration as businesses seek to stay ahead of the market. Transactions that combine both retailer and payer, for example, provide clear opportunities.
Potential headwinds include increased political volatility, uncertainty around healthcare reform and the prospect of regulatory change, together with any notable deterioration in the broader economy.
1: Bristol-Myers Squibb bought Celgene for US$89.5 billion
2: Danaher Corporation bought GE Healthcare Life Sciences for US$21.4 billion
3: Pfizer Inc. bought Array BioPharma, Inc. for US$10.7 billion
This publication is provided for your convenience and does not constitute legal advice. This publication is protected by copyright.
© 2019 White & Case LLP