Europe's Dealmakers Are Dialing Again

The post-bubble telecom doldrums are in the past, and Europewide consolidation is all the rage

Telecommunications deals in Europe are popping up faster than spring flowers. Mobile giant Vodafone Group PLC (VOD ) shelled out $4.4 billion in mid-March to grab wireless companies in Romania and the Czech Republic. Barely two weeks later, the Czech Republic accepted a separate $3.5 billion bid for 51% of fixed-line and mobile operator Cesky Telecom from Spain's Telefónica, which snatched the company away from the expected winner, Swisscom (SCM ). Now all eyes are on potentially one of the largest European acquisitions of the year -- the battle for Italy's No. 3 wireless operator, Wind Mobile Group (EN ). A consortium of investors led by Egyptian telecom mogul Naguib Sawiris, which includes American financier Wilbur L. Ross Jr., has the lead over rivals with a $15.6 billion offer for the company, owned by Italian utility Enel (EN ). A decision is imminent.

After three years of post-bubble paralysis, telecom dealmaking is roaring back to life in Europe. In the last six months, investors have plunked down more than $57 billion for European telecom properties, according to figures from London-based tracker Dealogic. That's more than triple the $18.7 billion recorded in the same period a year earlier. "There is real pent-up pressure for telecom consolidation in Europe," says Paulo Pereira, head of European mergers and acquisitions at Morgan Stanley (MWD ) in London. Some of the buyers, such as Telefónica and Vodafone, are other phone companies. But private-equity groups are also jumping into the fray. Sawiris fought off a competing bid for Wind led by New York-based Blackstone Group Inc. And on Apr. 4, Texas Pacific Group and Apax Partners Inc. jointly spent more than $1.4 billion to buy No. 3 Greek wireless operator TIM Hellas Telecommunications (TIMHY ).

Why the sudden burst of activity? Four years after the downturn that nearly bankrupted Western Europe's telecom sector and cost the job of virtually every boom-era chief executive officer, companies have finally got their financial houses in order. Debt levels for the industry as a whole are down to just 1.4 times earnings before interest, taxes, and depreciation, which is lower than historic norms. And thanks to cost-cutting, the big incumbent telcos are still spinning off gobs of cash -- as much as $60 billion this year alone, according to forecasts. Indeed, Merrill Lynch & Co. (MER ) figures that over the next three years, Europe's top 20 telcos will have at their disposal a combined war chest of $207 billion in post-dividend free cash flow and debt financing to lavish on mergers and acquisitions. "There's a lot of money out there to be spent," says Hannes Wittig, telecom analyst with brokerage Dresdner Kleinwort Wasserstein in London.

BROADENING HORIZONS

It's not just ready access to capital that's driving dealmaking. Europe's telcos also are hungry for top-line growth -- and they can't find it at home. With fixed-line services in decline and wireless growth slowing, they are turning first to adjoining markets for new sources of revenue. That's what prompted Denmark's TDC (TLD ) to pay $751 million for Sweden's Song Networks in October and drove Telecom Italia (TI ) to pony up $343 million for the French unit of Italian Internet service provider Tiscali on Apr. 5. Britain's BT Group PLC (BTY ) is also building up its presence in other European countries. In February it sealed a deal to buy Albacom, Italy's No. 2 provider of fixed-line services to businesses, for $144 million, and on Apr. 8 it snapped up a Spanish subsidiary of ailing compatriot Cable & Wireless PLC (CWP ) for $15 million.

Analysts figure there will be more such small, strategic buyouts this year as companies flesh out their portfolios. But the pickings are getting slimmer. Among the most frequently cited possible acquisition targets are a number of wireless carriers: Britain's O2 PLC (OOTFF ), Holland's Telfort, France's Bouygues, and Spain's Amena, owned by Retevisión Móvil. All are second- or third-tier players in their respective markets. Rumors are also circulating in France that carrier Neuf Telecom could buy the Cegetel fixed-line unit from Vivendi Universal (V ).

Once the few remaining independents are snapped up, carriers will have to look further afield. They don't have many other options. Telecom researcher Yankee Group in Boston figures wireless revenues for Western Europe as a whole will grow at a compound rate of just 3.9% annually from 2004 through 2008, while in Africa, the Middle East, and Eastern Europe they are set to rise at a heady 12.6% over the same period. The search for such growth prompted Swedish-Finnish telco TeliaSonera (TLSNF ) to shell out $3.1 billion on Mar. 25 for a controlling interest in Turkey's Turkcell, which has a 68% market share in its home market and holdings in Ukraine and Iraq.

What's not in the cards, at least right now, are megadeals on the scale of recent telecom mergers in the U.S. Buyouts like Cingular Wireless' $41 billion takeover of AT&T Wireless or the ongoing tug-of-war between Verizon Communications (VZ ) and Qwest Communications International (Q ) for control of MCI Inc. (MCIP ) are improbable in Europe because of resistance to cross-border mergers between former national monopolies. The only such tie-up to date, between Telia and Sonera, has produced more boardroom fireworks than cost synergies. "Mergers between incumbents are very hard to pull off for cultural and political reasons," says Julian Hewett, chief analyst for London telecom researcher Ovum. Even Vodafone, cobbled together in the 1990s from wireless carriers across Europe, still hasn't managed to meld its disparate networks and operations into a single company.

Nonetheless, that resistance could begin to wear down next year and beyond, as companies face relentless pressure from shareholders to rev up revenue growth. One investment banker predicts giants like France Telecom (FTE ) and Deutsche Telekom (DT ) will spend another year getting into fighting trim. After that, they and other former flagships may start shopping for mergers with other big operators. Fixed-line marriages don't hold out much prospect for cost savings. But after Europe's small fry have been gobbled up, big incumbents looking to broaden their wireless and Internet offerings will have no choice but to go after other giants, taking the good with the bad in search of growth and economies of scale.

Some argue that such mergers would be a relic of the past, when carriers operated everything from the wires in the ground to the consumer and business services that ran over them. Ovum's Hewett, for instance, predicts that Europe's telecom sector will more likely evolve toward two to three big network operators in each country, with many other providers selling services that use the common infrastructure. It's too soon to tell which vision will bear out, but one way or another, European investment bankers are likely to be plenty busy.

Corrections and Clarifications In "Dealmakers are dialing again" (European Business, Apr. 25), we erred in saying that Turkcell has holdings in Iraq. The company's investment is in Iran, but the business is currently on hold pending resolution of terms with the Iranian government.

By Andy Reinhardt in Paris

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