Takeover sharks may soon strike at tasty cash cow Consol

Published Oct 12, 2006

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The sharks have been circling Consol, Africa's largest glass maker, for some time now, and while some have gone off in search of tastier morsels, we have heard from reliable sources that several are still in the game.

The most likely possibility is a private equity house, either domestic or foreign. It is difficult to pinpoint a buyer among the hundreds of private equity groups around the world, but it will be interesting to see who finally turns up with a firm bid on the table.

Both Brait and Ethos, two local private equity houses, are keen, reliable sources tell us, to strip the company and sell the bits for cash.

An Australian equity house, Champ Equity, has also been mooted as a possible bidder, as was beer giant SABMiller, although this would fly in the face of its drive to sell off non-core businesses and concentrate on the cold and golden.

Consol is a magnificent cash generator, especially when it does not have to invest in new capacity, and its current investment cycle comes to an end in March 2007. It probably won't invest much more for the next three or four years, so its cash flows should be very impressive.

Private equity players are not the only options though. Among possible trade buyers is US-based Owens-Illinois, the largest glass manufacturer in the world, with about 35 percent of the global market.

However, this does not seem very likely, as Owens-Illinois used to hold a 19 percent stake, which it sold back to AVI two years ago ahead of the unbundling and listing of Consol.

The US company still has a technical transfer agreement with Consol and there doesn't seem to be any real benefit to the company getting back into investment in Africa.

Another US-based possibility is Kohlberg Kravis Roberts (KKR) and there has been some market talk that it is standing behind the bid. A couple of KKR managers have been seen around Johannesburg and there is talk that they are investigating setting up a local office.

SABMILLER

What a shame this beer giant can't just give Miller Brewing back to Altria and get back the 29 percent stake in the merged beer group that the US tobacco company received in terms of the $5.6 billion (R43 billion) deal done in 2002.

Things in the US certainly have been tough for the former SAB, an emerging market beer expert. Of course the going was never expected to be easy.

In 2002 Miller was struggling to hold on to the position it had established in the US beer market; at just under 20 percent it was a distant second to Anheuser-Busch's 51 percent market share.

Despite the widely held view that SAB's strengths were in making money in emerging markets, the new SAB-led management at Miller made some progress initially, which is probably why Anheuser-Busch hit back so forcefully last year.

Anheuser-Busch has been prepared to take significant price cuts in order to remind everyone who is the dominant player in the US market.

To date, Miller has chosen not to follow these cuts, resulting in a significant loss in market share.

So it really is just as well that SABMiller is busying itself with all manner of acquisitions in its traditional area of expertise, namely emerging beer markets.

Last year's acquisition of South American group Bavaria has the advantage not only of ensuring that SABMiller remains one of the top five beer groups in the world, thereby making it an unlikely acquisition target, but also making sure North America is that much less important in SABMiller's life.

With every acquisition made in its traditional territory, North America's percentage contribution to the group's total becomes less important. And as this happens, perhaps analysts, shareholders and the media will pay less attention to the ongoing woes of Miller.

Back home, shareholders will, of course, welcome the improved margins that SAB will derive from the strong performance of its premium beers, but not if it comes with signs that management is losing touch with its core market.

In any case, the beer giant was probably very sensible to dump the idea of buying Consol; it has far more important things to worry about right now than bedding down a non-core acquisition.

RATE HIKE

Reserve Bank governor Tito Mboweni's warning to South Africans that they must learn to live within their means or face the pain of further rate hikes may have come too late.

The latest credit data show that credit card debt has continued accelerating, despite two earlier rate hikes and dire warnings of more to come. There are no visible signs that anybody is heeding the warnings.

The implications of this are far reaching. Apart from the obvious - spending will be curbed, growth will slow and employment creation will be held back - there are some significant impacts that will take longer to feed through.

Many empowerment deals are geared to the hilt and these investors will hit be hard by the rate hikes already done and those that are still to come. Not only will debt servicing costs rise, but because the rate hikes will hit profits, their dividends will fall, making it even harder to service debt. And if profits fall, then valuations tend to fall too, so the underlying asset becomes less valuable.

This could see black investors having to sell some of their newly acquired shares in order to meet the onerous obligations of the deals they have entered into.

This highlights a major faultline in the way black economic empowerment is currently being done.

But while the problem is clear, the solution is less so. How, apart from using the shares as security for their own purchase and their dividends to pay for them, do you transfer ownership to people who don't have cash?

But Mboweni is lucky - this is at least one problem that he should not have to worry about. This one he can leave to the department of trade and industry to sort out.

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