CP Rail makes sweetened bid for Kansas City Southern valued at US$31B including debt – CTV Toronto
Canadian Pacific Railway Ltd. has sweetened its takeover offer for Kansas City Southern with a US$31 billion bid for the U.S. railway.
The new bid comes ahead of a vote on Aug. 19 by Kansas City Southern shareholders on a rival offer by Canadian National Railway Co. valued at US$33.6 billion. Both deals include the assumption of about US$3.8 billion in Kansas City Southern’s debt.
However, CP Rail said it believes its offer is more likely to be approved by U.S. regulators.
CP’s offer “represents improved terms to those agreed to in the CP-KCS merger agreement entered into on March 21, 2021 that are substantially similar to those in the CN merger agreement, but offers significantly higher regulatory certainty,” CP Rail CEO Keith Creel wrote in a letter to the KCS board.
CP has argued that CN has too much overlap on routes with KCS so a tie-up between the two would reduce competition, making regulator approval unlikely. The CP bid, Creel noted, will also be evaluated under pre-2001 merger rules while the CN bid is being judged by more stringent rules passed that year.
A recent executive order by U.S. President Joe Biden promoting competition also makes the CN bid less like to be approved, Creel said.
CN maintains that it could increase competition by taking over KCS, and has committed to selling a roughly 113-kilometre stretch of rail where the two companies’ networks run parallel.
The company said in a statement Tuesday that its offer remains the better one.
“CN and KCS’ agreed transaction remains superior and the best option for both companies’ stakeholders to deliver on a combination that will enhance competition and provide new servicing options for customers.”
On Friday, proxy advisory firm Institutional Shareholder Services recommended KCS shareholders vote for CN’s offer, noting that “the premium, valuation, and strategic rationale for the transaction are compelling.”
The proxy firm also noted that CP hadn’t presented a worthy alternative.
“While CP is soliciting votes against the transaction, it has not provided KSU shareholders with any actionable alternative, let alone one that bridges the divide between its initial offer and (CN’s) offer.”
Desjardins analyst Benoit Poirier said in a note that he believes this comment may have encouraged CP to make its new offer, which remains manageable for the company.
“Overall, our preliminary analysis gives us confidence that raising its offer would be doable for CP without jeopardizing its financial position,” Poirier wrote.
“This would also solidify CP’s proposition to KCS’s shareholders in a hostile environment for large-scale M&A in the industry following president Biden’s recent executive order on competition.”
Creel said in his letter that CP had held off on a revised bid because the company did not want to engage in a bidding war, but that the approaching KCS shareholder vote prompted the higher offer.
“We believe that now is the right time for us to re-engage with KCS, as the regulatory uncertainty of the proposed CN merger has placed KCS stockholders in the unfortunate position of having to vote on the proposed CN merger and, as a consequence of approving such proposal, eliminate KCS’s ability to consider superior offers.”
CN is awaiting a decision by the U.S. Surface Transportation Board on the railway’s plan to set up a voting trust that would acquire KCS and hold the company during the regulator’s potentially lengthy review of the overall deal.
The STB has already approved CP Rail’s use of a voting trust.
CP Rail had signed a deal in March to buy KCS for about US$275 per share, but CN topped that offer and secured support from the KCS board for its proposal in May.
Under CP Rail’s new offer, KCS shareholders would receive 2.884 CP Rail shares and US$90 in cash for each common share held, representing a value of about US$300 per share.
The CN proposal would see KCS shareholders receive US$200 in cash and 1.129 CN shares for each share in an offer valued at about US$325 per share.
This report by The Canadian Press was first published on Aug. 10, 2021
The close: TSX notches biggest gain of 2023 as stocks rally on U.S. jobs data, debt default deal
U.S. and Canadian stocks closed higher on Friday after a labour market report showing moderating wage growth in May indicated the Federal Reserve may skip a rate hike in two weeks, while investors welcomed a Washington deal that avoided a catastrophic debt default. It was the biggest gain in seven months for the TSX, with energy and financial shares among the biggest winners in a broad-based rally.
Bond yields spiked as a risk-on tone to markets had investors shunning the bond market.
The tech-heavy Nasdaq index surged to a 13-month intraday high and posted its sixth-straight week of gains that mark its best winning streak since January 2020.
U.S. job growth accelerated in May but a surge in the unemployment rate to a seven-month high of 3.7% as more people looked for employment indicated labour market conditions were easing.
The jump in the unemployment rate from a 53-year low of 3.4% in April reflected a drop in household employment and a rise in the overall workforce. A bigger labour pool is easing pressure on businesses to raise wages and helping decelerate inflation.
Average hourly earnings climbed 0.3% after rising 0.4% in April. That lowered the year-on-year increase in wages to 4.3% after an advance of 4.4% in April. Annual wage growth averaged about 2.8% prior to the pandemic.
“While it appears to be a hot number on the actual number of people employed, the wage rate is not increasing as fast,” said Kim Forrest, chief investment officer at Bokeh Capital Partners in Pittsburgh. “That is a softening effect and is this the mythical soft landing? Looks like that.”
The data brought relief to investors who mostly expect the Fed to pause hiking rates at its policy meeting on June 13-14. It would be the first halt since the Fed started its aggressive anti-inflation policy tightening more than a year ago.
But some pointed to the much hotter-than-expected jobs data as a sign the Fed still has not yet tamed inflation.
“Our view is and has been that the market is completely wrong on assessing what the Federal Reserve is doing,” said Phil Orlando, chief equity strategist at Federated Hermes in New York.
“The market’s perception is that this economy was going to cool, inflation was going to collapse and the Fed was going to turn around and start cutting interest rates. That’s wrong.”
Fed funds futures showed a 66.6% probability that the Fed will hold rates steady in two weeks, down from 79.6% on Thursday, according to CME Group’s FedWatch Tool.
The yield on the 10-year U.S. Treasury climbed to 3.70% from 3.60% late Thursday. The two-year Treasury yield, which moves more on expectations for Fed action, jumped to 4.52% from 4.34%. Canadian bonds saw a similar jump in yields.
Markets now await data on key consumer prices a day before the Fed’s rate decision.
The Toronto Stock Exchange’s S&P/TSX composite index ended up 352.38 points, or 1.8%, at 20,024.63, its biggest advance since November 2022. For the week, it was up 0.5%.
“It is all these little factors that the market is holding on to, looking for any reason to be bullish and they’re finding it,” said Philip Petursson, chief investment strategist at IG Wealth Management. “It’s definitely risk-on today.”
The TSX energy sector rallied 2.8% as oil settled 2.3% higher at US$71.74 a barrel ahead of a meeting of OPEC and its allies this weekend.
Suncor Energy Inc was up 3.2% after the company told employees it plans to cut 1,500 jobs this year.
“It appears that some activist investors are trying to make Suncor more efficient over the long term by getting them to cut costs and that’s good to see for investors,” said Greg Taylor, chief investment officer at Purpose Investments.
Heavily-weighted financials rose 2.1% and industrials were up 2.2%.
The real estate sector also advanced 2.2% as data showed home prices in the Greater Toronto Area increased in May from April and sales rose sharply.
In contrast, shares of Canaccord Genuity Group Inc fell 6.8% after a management-led consortium said its C$1.13 billion take-private offer may not result in a deal.
In the U.S., the Senate passing a bill late on Thursday to lift the government’s US$31.4 trillion debt ceiling avoided what would have been a catastrophic, first-ever default.
Passage of the vote eased investor concerns as Wall Street’s fear gauge, the CBOE volatility index, fell to its lowest since November 2021, down 1.1 points at 14.6 points.
The Dow Jones Industrial Average rose 701.19 points, or 2.12%, to 33,762.76, the S&P 500 gained 61.35 points, or 1.45%, to 4,282.37 and the Nasdaq Composite added 139.78 points, or 1.07%, to 13,240.77.
Shares of Verizon Communications Inc, AT&T Inc and T-Mobile US Inc declined after a report said Amazon.com Inc was in talks with the U.S. telecoms to offer low-cost wireless services to its Prime members.
Verizon slid 3.2%, while AT&T and T-Mobile declined 3.8% and 5.6%, respectively; Amazon gained 1.2%.
All 11 S&P 500 sectors advanced, with the materials index leading, up 3.4%, and the consumer discretionary sector, housing Amazon, close behind, rising 2.2%.
Nvidia Corp slid 1.1% for a second day of declines after briefly entering on Wednesday the elite club of megacap stocks valued at $1 trillion or more on hopes artificial intelligence will deliver significant future returns.
But Nvidia’s almost 170% rise year to date highlights investors face of a market dominated by the out-performance of megacaps while most other companies tread water.
“Nobody’s really explained to me how they’re going to make any money from it,” said Michael Landsberg, chief investment officer at Landsberg Bennett Private Wealth Management in Punta Gorda, Florida. “A company like Nvidia going up so much in such a short period of time, that doesn’t make any rational sense.”
Advancing issues outnumbered declining ones on the NYSE by a 4.75-to-1 ratio; on Nasdaq, a 2.73-to-1 ratio favored advancers. The S&P 500 posted 15 new 52-week highs and two new lows; the Nasdaq Composite recorded 74 new highs and 40 new lows. Volume on U.S. exchanges was 11.05 billion shares, compared with about 10.58 billion average for the full session over the last 20 trading days.
Reuters, Globe staff
Gold prices struggling as 339K jobs created in May but unemployment rate rises to 3.7% – Kitco NEWS
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(Kitco News) – The gold market is trying to hold its ground within striking distance of $2,000 but could face an uphill battle as the U.S. labor market remains healthy and robust.
U.S. nonfarm payrolls rose by 339,000 last month, according to the Bureau of Labor Statistics. The monthly figure was significantly above the market consensus estimate of 193,000. April’s employment data was revised up to 294,000 jobs.
However, looking past the headline number, the report said the unemployment rate rose sharply to 3.7% missing market consensus calls of 3.5% for May. The unemployment rate it at its highest level since December 2022.
The gold market is seeing some selling pressure in initial reaction to the latest employment data. August gold futures last traded at $1,993.90 an ounce, down 0.08% on the day.
The report also said that wage growth rose in line with expectations, rising by 11 cents or 0.3% to 33.44 in May.
“Over the past 12 months, average hourly earnings have increased by 4.3 percent,” the report said.
While the gold market is seeing rising selling pressure, the latest employment data is not having much impact on interest rate expectations. According to the CME FedWatch Tool, markets still see a more than 65% chance that the central bank leaves interest rates unchanged when it meets later this month.
However, according to some analysts, the robust employment data indicates that while the central bank could pause, it has not yet finished raising interest rates. Some analysts have that this this longer-term shift in rate expectations could weigh on gold.
One-quarter of Air Canada flights delayed Friday as schedule recovers from IT issue – Yahoo Canada Finance
More than one-quarter of Air Canada flights experienced delays on Friday as the airline worked to return service to normal following a technical malfunction the previous day.
Air Canada had warned travellers early Friday morning they should be prepared for further flight disruptions. In its daily travel outlook, the carrier said that while its IT system was stable, flights may be affected at nine of Canada’s busiest airports, including Toronto’s Pearson, Montreal, Vancouver and Calgary.
Thursday’s outage led to more than 500 flights — over three quarters of its trips — to be delayed or cancelled on the day, creating what the airline said were “rollover effects” just prior to the weekend.
A total of 144 Air Canada flights, or 27 per cent of the airline’s scheduled load, had been delayed Friday as of around 4:30 p.m. EDT, along with 33 cancellations, according to tracking service FlightAware.com.
An additional 56 flights with Air Canada Rouge saw delays, one-third of its daily load, plus 23 cancellations.
“Air Canada has stabilized its communicator system and it is functioning normally. However, due to the effects of Thursday’s IT issues on our schedule, some flights may be delayed this morning as we reposition aircraft and crew,” it said in an emailed statement.
“Customers are advised to check the status of their flight before going to the airport. Our flexible travel policy remains in effect for customers to change their travel plans at no charge.”
The airline did not clarify when it expected its flight schedule to fully return to normal.
Thursday’s disruption, sourced to the system used by the airline to communicate with aircraft and monitor their performance, came one week after Air Canada grounded its planes for about an hour when the same system experienced a separate issue.
That day, 241 Air Canada flights — 46 per cent of its trips — were delayed, according to FlightAware. Another 19 flights were also cancelled.
Air Canada said it has been in the process of upgrading the communicator system.
This report by The Canadian Press was first published June 2, 2023.
Companies in this story: (TSX:AC)
Sammy Hudes, The Canadian Press
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