Small Business

Market for big mergers slumps in 2018 as action shifts to small firms

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General Mills last year shelled out $8 billion for an outfit called Blue Buffalo Pet Products.

United Natural Foods spent $2.8 billion for Eden Prairie-based Supervalu.

A foreign buyer bought homegrown Schwan’s for $2.2 billion. And Xcel Energy paid $650 million for the Mankato Energy Center in a deal that was sexy only in terms of the price tag.

It felt like a deal a day again in 2018 for a mergers and acquisition market that has been growing the number of deals at escalating prices since the economy started to rebound from the Great Recession of 2008-09.

However, the headlines belie a mergers trade in flux. Major deals declined in 2018, but the total value of deals held firm as the action shifted to the less prominent buying and selling of smaller businesses.

Dealogic, which tracks the global mergers and acquisitions business, reported recently that the number of transactions in the United States last year was 8,041, the lowest since 2009, which saw 7,428 deals. Similarly, the number of deals involving a Minnesota company was 130, the lowest since the state’s 126 transactions in 2009.

The market was particularly paltry in the fourth quarter of the year.

“The tepid deal market has resulted from a couple of factors,” said Bruce Engler, head of the mergers practice at Faegre Baker Daniels. Those factors included “a shortage of quality companies for sale and the uncertainty generated by various political and economic events in the U.S. and elsewhere.”

But the decline in significant, reportable deals last year was only a part of the story. The pace of deals and growth of the economy have slowed, but it may be more of a pause.

Actually, the total deal value involving Minnesota and national firms remained at postrecession highs last year.

Meanwhile, the action was frothy among small-business M&A deals of $150,000 to $15 million — which generally are not announced and don’t get picked up by Bloomberg, Dealogic and other services that track publicly held companies and larger transactions.

In fact, the postrecession economic recovery for these “Main Street” businesses trailed the recovery of Wall Street, which was bolstered by the federal bailout of the big bank-holding companies and low interest rates fostered by the Federal Reserve.

Only since 2012 has small business confidence and business revived as workers slowly found jobs and started to spend, a shift long-forgotten in today’s employee-hungry, rising-wage economy.

Andy Kocemba, CEO of Calhoun Cos., a small-business broker, said small business owners in their 60s and 70s hung on to their restaurants, small plants and assisted-living residences to bank some profits following the recession as prices gradually rose.

“The baby boomer sellers are still recovering, in some respects from 10 years ago, and there’s a level of uncertainty about … how much [money] they need to retire. And they are still making hay in their business while the sun is still shining with a continuing good business climate,” said Kocemba, 38, who bought into Calhoun several years ago.

“There’s not a strong impetus for them to sell. Our biggest challenge has been to find quality businesses with owners motivated to sell.”

Regardless, economic jitters deep into what may be the longest economic recovery in modern history have given some of those small business owners reasons to think about selling while prices remain strong.

“This year, we have seen a significant uptick in deals and new business opportunities,” said Jamie Frommelt, managing director at investment bank Hennepin Partners, which pursues small to midsize deals. “I think people still see high valuations and are concerned that we are closer to the end of the M&A cycle than the beginning and don’t want to miss out.

“Right now, we don’t see anything causing a slowdown in the M&A markets, but certainly people are right to be concerned about it. We expect a record number of deals this year.”

Milwaukee-based investment bank Baird is optimistic about 2019, as long as the Federal Reserve continues to suppress interest rates, keeping money cheap, and a resolution emerges to the U.S.-China trade wars launched by President Donald Trump.

Deloitte’s latest survey of more than 1,000 executives reveals more than three-quarters expect transactions to increase in 2019, driven by conglomerate divestitures that usually follow buying sprees and the additional capital created by the 2017-18 federal corporate tax cuts.

“Buyers are flush with cash, the U.S. economy continues to hit on all cylinders, and debt remains readily available and cheap by historical standards,” said Engler of Faegre Baker Daniels. “But we still have too much money chasing too few deals, which is also keeping valuations high, further complicating the situation for buyers.”

M&A veteran Engler also has advised for at least a year that prices may not get better for sellers.

“I think that deal makers’ confidence has been undermined by, among other things, the recent stock market swoon, the ongoing political shenanigans in Washington, various political and economic uncertainties in the E.U. and elsewhere around the world, and the Trump trade wars,” he said. “I predict the fate of the 2019 deal market will turn primarily on confidence, and assuming no cataclysmic events occur during 2019, I expect that things will settle and confidence will return and that we will see a solid, if not record-breaking, year for M&A.”

That’s a hedged calculation that the economy is pausing to catch its breath and will continue to grow solidly. There may be an industry consensus there.

However, as the recovery lengthens and the probability of recession increases, it’s also a bet that not everybody will take.

Neal St. Anthony • 612-673-7144 Patrick Kennedy • 612-673-7926

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neallesh@yahoo.co.uk

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