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Under the hammer Top 500

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Under the hammer Top 500

These are heady days in the boardrooms of UK plc. And they are arguably even headier across Midlands boardrooms.
As Paul Simpson, head of Rothschild's office in Birmingham, succinctly puts it: "We have seen and continue to witness high levels of transaction activity locally, nationally and internationally, and across most sectors.
The combination of cheap debt, strong equity markets for both primary and secondary fund raisings, good corporate earnings growth, benign economic conditions in most parts of the world and high levels of private equity capital and new entrants has created a heady mix." Phew.
And it doesn't end there, says Simpson. "Corporates are looking to create global positions in their core markets as the emerging future power house economies continue to develop apace. There is also a growing realisation of the need to create strong strategic positions in all key markets before capital from those developing economies begins to flow back into the UK." In particular Simpson says boards of public companies are only too aware that they need to be able to respond quickly too to the attentions of a potential suitor - which in today's world is as likely to be the private equity house as an acquisitive corporate.

Nick Johnson, corporate finance partner at Deloitte in Birmingham, adds that the surge in private equity has also directly impacted on corporate thinking. "The corporate market is taking inspiration from the success of the dynamic private equity players. Influenced by the private equity model plc boards are developing clear, strategic plans for growth as well as working bank debt harder for special dividends and buy back plans." A casual glance at our top 500 this year, and particularly our top 50 or so, confirms the trends.
A scan through shows that the vast majority of our leading companies are either the subject of a bid right now, rumoured to be on the end of one, or buying someone else themselves.
Everyone is busy in both directions.
As Tom Cawley from Royal Bank of Scotland's corporate team in Birmingham sums up: "You are either buying or selling.
You are not watching the cattle market." Cawley also makes the point that when it comes to Midlands corporates the last year has also not just seen rising interest from London equity houses, but international houses and foreign corporates too.
He cites the planned £3700m sale of Derbyshire components group Doncasters by RBS's equity finance division to Dubai International Capital as a perfect example.
Returning to our list one firm that does seem to have successfully thwarted all raiders is our number one which for the first time is automotive and aerospace supplier GKN.
The firm's rise to the top of the pile has been driven by impressive profits over the past year which came in at £3203m before tax in 2005. Last year the group, which now employs almost 40,000 in its own companies and through joint ventures worldwide, achieved sales of £33.6bn.
The same cannot be said for our runner-up Boots which although now heading for a merger with Alliance UniChem, continues to be the source of fevered speculation over whether it could ever be a private equity play.
It appears time has run out on a take-private but you never know.
Meanwhile our number three, Alliance & Leicester, has been on the radar for bids for several years.
Speculation has risen recently about a possible approach from Credit Agricole of France. Heading down our list there is no let-up in speculation and activity.
At number 11 Mitchells & Butlers (M&B), the Birmingham-based pub and restaurant chain which owns chains such as All Bar One and Harvester, is in the midst of repelling a £34bn plus takeover from Robert Tchenguiz's R20 investment vehicle which is understood to have secured debt funding from a consortium of banks and a private equity firm. In response M&B is tipped to be about to revalue its assets and return cash to shareholders as part of its defence.
Further down we find one of this year's star performers, Nottingham's Pendragon which has stormed all before it as it consolidates its position as the UK's biggest quoted car dealership.
Driven by the talents of chief executive Trevor Finn, the company had no sooner let the ink dry on its acquisition of Reg Vardy than it put in a hostile bid for rival Lookers - the Manchester firm it beat to the Reg Vardy prize.
With five per cent of the dealer market the business is already worth £35bn. Winning Lookers would take it to £36bn.
If Finn reaches his rumoured target of 20 per cent market share then Pendragon could be on its way to topping this list in years to come.
As Andrew Borkowski, head of corporate finance at East Midlands law firm Geldards which has been advising the business for several years, comments: "The Pendragon story is all about consolidation.
Motor retail is being driven by a few key players who are essentially replacing the former dominance that the manufacturers had over dealerships.
It all goes back to the changes to block exemption rules a few years ago which meant that dealerships were no longer tied to manufacturers." Just behind Pendragon comes Caudwell which enjoyed a sharp rise up our table this year thanks to record profits at the telecoms group.
Record profits that have also come in handy no doubt as founder John Caudwell seeks a buyer for the business.
Since he announced his plans to sell - a deal is expected in the first half of this year - several equity groups have expressing an interest.
Caudwell himself has said he would prefer a private equity buyer because it would cause "less disruption" for the business.
Profits for the year to December 31 outstripped forecasts on the back of a 15 per cent rise in sales to £32.12bn.
Caudwell said the record year had been helped by the interest of younger consumers in 3G mobile phones. The bulk of the group's revenue is generated by the firm's Phones 4U chain.
And while most of Midlands car manufacturing remains in the doldrums, Toyota have shown once again in our survey that it needn't be all doom and gloom.
The company recently spent £350m boosting production at its Burnaston factory near Derby to 285,000 Avensis and Corolla cars a year.
Last year the business recorded its 14th consecutive year of growth in the UK with both of these models recording their highest ever annual sales.
So where do we go from here? Well, what is clear is that industry is now getting used to the presence of private equity, so much so that for all the talk of PE deals there ain't many happening.
As Johnson adds: "Because corporates are now more familiar with private equity tactics, they are also finding it easier to block private equity bids and persuade shareholders to support alternative plans for generating value." Such a view is borne out by latest figures showing the rate of take-privates in UK plc has slowed considerably in 2006.
Phil Griesbach, Director of Barclays Private Equity in the Midlands, agreed public to privates seem to have dried up. "There seem to have been an increasing number of approaches made over recent weeks, but nothing is being consummated.
It's all foreplay and no finish. "It seems private equity houses are having their bids rejected out of hand by shareholders in the hope that a bigger offer will be made - something that so far the private equity firms have been baulking at. With the huge funds that have been raised, there is a lot of money in the market looking for a home and public company shareholders have clearly decided they should be demanding a much larger premium." Griesbach, a respected figure in the private equity industry, goes as far as to say that private equity has become a "victim of its own success". But while debt remains cheap and corporate failures remain rare, there seems little prospect of an end to the constant speculation about who is bidding for whom.
As such our Top 500 cannot afford to stop looking over their shoulder just yet.

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