Deal season is back. That’s the sentiment of many on Wall Street who expect Donald Trump’s re-election to trigger a new wave of merger activity. The changed political landscape could also see the rekindling of large Biden-era deals—featuring well known brands like Intel, Albertson's and Tempur Sealy—that were blocked on antitrust grounds, or simply abandoned, as companies bet the time is ripe to try again.
The climate to resurrect stalled mergers (scroll down for our list of top 5) is more favorable in part because many predict Lina Khan, the current chair of the Federal Trade Commission and a noted antitrust hawk, will be out the door shortly. Trump is expected to turn to one of the two current Republican FTC commissioners to serve as an acting lead for the agency.
“With the replacement of Lina Khan, we will see some heavy M&A action kick off even before the Trump administration is sworn in. It will be an interesting time because people are ready to spend and innovate,” said Liz Miller, VP and principal analyst at Constellation Research.
Meanwhile, the Justice Department—the other agency that shares antitrust enforcement with the FTC—is likely to move away from recent rhetoric and policies that had a chilling effect on deals, according to industry insiders. “The Biden administration discouraged lots of transactions by just dragging out the review process and making it longer and expensive,” one industry insider said.
For context, Biden’s regulators in 2023 filed a record 50 enforcement actions to fix or block merger transactions. Many blamed Biden’s antitrust zeal with helping slowdown M&A. The number of U.S. announced mergers are running off 34% from 2021, when a record 15,582 deals totaled $2.5 trillion in value, according to data from Dealogic.
“The policies advocated by the FTC and the DOJ over the last four years have undoubtedly hampered deal activity and corporates’ willingness to forge into a transaction with the inability to gauge the likelihood of close,” said Michal Katz, head of investment and corporate banking at Mizuho Americas, a division of Mizuho Financial Group.
Big mergers back on the table?
One of the biggest deals that fell by the wayside due to regulatory interference was Nvidia’s (NVDA) $40 billion offer to buy Arm (ARM), which was announced in September 2020 while Trump was still in office. It was Biden’s FTC that sued to stop the chip merger in December 2021, leading Nvidia to call off the deal months later, in 2022. There is little chance that Nvidia will ever buy the chip designer now. Arm went public in fall 2023 and is currently worth about $145 billion.
Some deals still went forward despite regulatory opposition. Microsoft (MSFT) offered to buy video game developer Activision Blizzard in January 2022 for $68.7 billion. Despite an FTC lawsuit to stop the deal, a federal judge sided with the companies and let the merger go ahead, though the agency is currently appealing the decision.
While blocked deals involving giants like Nvidia made the headlines, Michael Sibarium, a partner at law firm Pillsbury Winthrop Shaw Pittman, says Biden’s antitrust policies also had a chilling impact on smaller deals. This was the case partly due to prolonged review processes that big businesses like Microsoft can better deal with, while smaller companies may lack the resources, Sibarium said. “If you are one of the wealthiest companies in the world, you can afford to fight if you want to fight. And you can make it go faster by hiring teams and teams of lawyers.”
Antitrust law under Trump won't be out the window altogether. During the President-elect’s first term, regulators initiated a number of cases against Big Tech. It was Trump’s DOJ that filed an antitrust lawsuit against Google’s search monopoly, resulting in a landmark ruling against the company this year. Under Trump, regulators also sued Facebook over antitrust and called for a ban on TikTok.
Nearly everyone is expecting deals, including mergers and IPOs, to increase next year. Wall Street already has four years getting used to Trump, Mizuho’s Katz said. While it’s unclear which campaign promises he will keep, Trump is a “known unknown,” Katz said.
“We'll see increased dealmaking activity in [IPOs and mergers] because the election uncertainty has been removed from the equation,” she said.
Fortune set out to discover which deals may get a second chance under Trump 2.0. One private equity executive who invests in tech said many companies “don’t want to be the guinea pig to try and see what can be approved [under Trump], especially if they have tried once before and failed.” For that reason, we have chosen not to include some deals that were emphatically rejected, like Adobe’s failed buy of Figma, or where companies have clearly signaled a merger is not on the table, such as with Cigna and Humana.
Here is our list of five super size deal that could get the green light in 2025:
Kroger-Albertson
In October 2022, Kroger (KR) agreed to buy Albertsons (ACI) in a $24.6 billion grocery store merger that would combine two rivals in one of the biggest supermarket mergers in history. In February, the FTC sued to block the transaction, alleging the merger would lead to higher prices for groceries and other essential household items. Judges in three separate states—Oregon, Colorado and Washington—are reviewing the case, including one in Seattle who was expected to issue a decision on Nov. 15 but has since delayed. Kroger’s stock has gained about 4% since the Nov. 5 presidential election while Albertsons has increased by about 3%.
Alphabet-HubSpot
There were two possible Google/Alphabet (GOOG, GOOGL) deals this year. In one, Alphabet considered making a $25 billion offer to buy CRM provider HubSpot earlier this year, according to press reports. Negotiations didn’t get to the due diligence phase before Alphabet walked away. In the other, Google held discussions to buy cybersecurity firm Wiz for $23 billion before that deal dissolved. Either deal would've been Google's biggest ever and both risked attracting antitrust scrutiny, which likely contributed to the decision to call off both. Under Trump, scrutiny could get less intense, opening the door for it to snap up Wix or Hubspot. Trump and the GOP, however, have cultural axes to grind with Big Tech, meaning Google could have a harder time than others. Shares of HubSpot, which beat third quarter estimates earlier in November, have rocketed 27% since Nov. 5. Wiz, meanwhile, has said it’s pursuing an IPO.
Qualcomm-Intel
Qualcomm is said to have approached Intel in September about buying the slumping chipmaker. Qualcomm backed off the deal as it waited to see who won the U.S. presidential election, Bloomberg reported. A merger would likely draw intense scrutiny from antitrust regulators around the world, including the U.S. and China, the story said. Intel’s stock is up about 9% since the election. Intel declined comment.
Tempur Sealy-Mattress Firm
Tempur Sealy, the world’s largest mattress supplier and maker, agreed to buy rival Mattress Firm for $4 billion in May 2023. In July, the FTC voted to block the deal, arguing that the Tempur Sealy will have the “ability and incentive to suppress competition and raise prices for mattresses for millions of consumers” once it buys Mattress Firm. In September, Tempur Sealy said it believed a "successful litigation process can be completed in the coming months" and expected the deal to close later in 2024 or early 2025. It also agreed to divest some Mattress Firm retail locations and its Sleep Outfitters subsidiary. Tempur Sealy filed a motion in October asking a Texas district court judge for a preliminary injunction that would stop the FTC’s administrative proceeding that is set to begin on Dec. 4. The FTC is also pursuing a federal court case to stop the merger, also in the southern district of Texas, that began on Nov. 11 and is ongoing. Shares of Tempur Sealy have gained more than 11% since the election.
Nippon Steel-U.S. Steel
The fate of Japan’s Nippon Steel’s (NISTF) nearly $15 billion buy of US Steel, announced in 2023, is unclear. The Biden administration has said it would block it. The Committee on Foreign Investment in the United States, or CFIUS, was reviewing the deal but has yet to issue its final recommendation. The merger has faced significant opposition from Trump, and the United Steelworkers. Eiji Hashimoto, Nippon’s chairman and CEO, told Japanese weekly Shunkan Bunshun on Nov. 13 that he hasn’t ruled out suing the U.S. government if regulators block the acquisition. U.S. Steel’s stock has gained about 6% since Nov. 5 while ADRs for Nippon are up about 2%.
source: finance.yahoo.com
