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HOW TO FIND NEW TAKEOVER TARGETS
(FORTUNE Magazine) – The tax bill winding its way through Congress could cause a bunch of takeovers reminiscent of the Greedy Eighties. This time around, you may be able to get in on the act by identifying likely acquisition candidates. Failing that, you could win if you find companies that suddenly have a lot more cash to play with or return to shareholders. The bill, adopted by the House Ways and Means Committee, would allow companies whose pension fund assets exceed projected liabilities by more than 25% to use the excess however they like. Right now, spending that money on something other than employee benefits is heavily taxed. The change would have the effect of adding a heap of cash to a company's balance sheet. And that, of course, is the selfsame moola that Eighties raiders often used to help pay for the companies they bought. Ron Perelman seized Revlon in a hostile $2.7 billion 1985 deal, for example. He terminated Revlon's $124 million pension plan, replaced it by buying $85 million in annuities for the employees, and kept the change. The table on the previous page shows the extent to which some pension funds are overfunded. Indeed, the dollar figures could well run higher in some cases since the numbers don't necessarily reflect every pension plan a company has. Even though nobody is expecting a storm of takeovers, Robert Willens, a managing director at Lehman Brothers, says, "You can be sure everybody on Wall Street is screening for pension surpluses." Michael Price, who runs the Mutual Series family of mutual funds, says the proposal would add one more clue for investors who look for undervalued companies. Says he: "We're always looking for companies with hidden assets, and an overfunded pension fund could be a hidden asset." Price says the companies on this list may not be the best takeover plays since their market capitalizations would make them too expensive. Instead, he advises investors to search for over-funded pensions among smaller companies. One nominee getting Wall Street's attention is DeSoto, a detergent manufacturer. Its pension plan's assets equal 235% of liabilities, an excess of $76 million. The stock is $5 a share. Martin Slate, executive director of the Pension Benefit Guaranty Corp., the government agency that insures some 58,000 pension plans, opposes any change. He says that although 40% of the plans exceed 125% funding, for an $80 billion excess, any removal of cash could cause underfunding. One risk: The stock market falls and takes the fund's value down with it. Slate cites a study showing that rather than being 125% funded, ten large plans would actually be only 87% funded if terminated today. --Antony J. Michels |
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