Pharmaceutical giant Pfizer Inc. (PFE) sold its $13.5 billion,
multi-part offering in the U.S. corporate bond market to help fund
its $68 billion acquisition of health-care company Wyeth (WYE).
Pfizer's offering, rated triple-A by Standard & Poor's and
two notches lower by Moody's Investors Service, was attractive to
investors clamoring for investment-grade bonds from companies with
little debt and those that can best weather economic downturns.
This helped narrow risk premiums on the bulk of the bonds from
original expectations.
Orders for the deal totaled around $28 billion, from more than
1,000 individual accounts worldwide, according to a person familiar
with the transaction.
Pfizer's deal is the latest in the sector to tap the U.S.
high-grade market for funds amid a flurry of merger and acquisition
activity in the pharmaceutical industry. Last month, Roche Holding
AG (RHHBY) raised a record $16.5 billion in the bond market to
finance its purchase of Genentech Inc. (DNA). Pfizer's offering is
the second-largest U.S.-dollar denominated deal, according to data
firm Dealogic.
"Investors are looking for investment-grade names even though we
have had good supply," said Daniel Sheppard, director at Deutsche
Bank Private Wealth Management. "There's still good appetite for
such paper."
And other kinds of investors, such as those who had typically
bought loans, stocks, high-yield bonds or emerging-market debt,
have increasingly put their cash to work in investment-grade
products. "We're finding more and more people upgrading their
portfolios by buying quality paper, and it doesn't get much better
than Pfizer," said David Trahan, managing director at the
investment-grade syndicate desk at Citigroup, one of the
underwriters of the deal.
Rapid Refi
With banks' lending capabilities limited, many companies are
choosing to tap hungry investors for funds to refinance portions of
temporary financing, known as bridge facilities, sooner rather than
later. Pfizer completed syndication of its bridge loan only at the
end of last week. In other cases, companies are skipping the bridge
loan altogether. Roche, for example, opted to pre-fund its
acquisition in the bond market first before securing financing in
the loan market.
And there's more big pharma debt on tap. Merck & Co. (MRK)
plans to sell bonds to partly refinance its $8.5 billion bridge
loan secured to buy rival Schering-Plough Corp. (SGP). Merck agreed
last week to buy Schering-Plough for $41.1 billion.
Consolidation in the pharmaceutical industry is being driven by
a wave of expirations of patents for blockbuster drugs, exposing
them to competition from cheaper generic versions. At the same
time, companies have hit numerous setbacks in recent years finding
successful new drugs to replace the lost revenue.
The rationale behind the combinations is to generate big cost
savings, to beef up pipelines of experimental drugs, and to
diversify into areas outside of traditional prescription drugs,
such as consumer health products and biotechnology-style drugs.
What remains an open question is whether the latest round of
consolidation will avoid the same fate of some industry
mega-mergers earlier in this decade, which disrupted research
efforts and hurt stock price performance.
Pfizer's shares were about flat at $14.13.
Pfizer's two-year, floating-rate $1.25 billion notes were priced
at 195 basis points over the three-month London interbank offered
rate, or Libor, according to a person familiar with the deal.
The $3.5 billion, three-year, fixed-rate bonds were sold at 305
basis points over Treasurys to yield 4.5%. Guidance was in the 310
basis points over Treasurys area.
The $3 billion, six-year portion sold at 340 basis points over
Treasurys to yield 5.375%. Guidance was in the 345 basis points
over Treasurys area.
The $3.25 billion, 10-year part priced at 325 basis points over
Treasurys to yield 6.214% versus guidance of 330 basis points over
Treasurys area.
The $2.5 billion, 30-year bonds were sold at 345 basis points
over Treasurys to yield 7.205%, versus guidance of 350 basis-point
area.
"You very rarely get to buy paper of this quality in big size,"
said Citi's Trahan.
Joint leads on the deal were Citigroup Inc. (C), Barclays PLC
(BCS), Bank of America/Merrill Lynch (BAC), Goldman Sachs Group
Inc. (GS) and JPMorgan Chase & Co. (JPM).
Pfizer spokeswoman Joan Campion wasn't immediately available
after the bond pricing.
Pfizer last sold a $1.45 billion deal on Jan. 27, 2004,
according to Dealogic.
New bond issuance from investment-grade corporations is expected
to continue apace, said Suki Mann, credit strategist at Societe
Generale. "It is likely motivated by the need - or desperation - to
shore up liquidity (and pre-fund maturing obligations) into a
possibly worsening economic environment."
-By Romy Varghese, Dow Jones Newswires; 215-656-8263;
romy.varghese@dowjones.com
-By Anusha Shrivastava, Dow Jones Newswires; 201-938-2371;
anusha.shrivastava@dowjones.com
(Kate Haywood and Peter Loftus contributed to this report.)