Despite Potash Corp's sterling record of capital allocation in general, and common stock investing in particular, shareholders should be wary. Reports suggest that Potash Corp is considering issuing stock to fund the acquisition. Using stock as a form of currency can only be justified if that currency is fully valued, or overvalued. Potash Corp stock, however, is currently very cheap. It's possible of course that ICL's stock is trading at an even more discounted price, but that's unlikely to remain the case when a takeover premium is added.
Reports suggest
that it will cost Potash Corp around $13 billion to gain control of the
remaining stock, making ICL too big to acquire with cash. If a company is too big to acquire, though, a
deal should not be pursued. At $40 per
share, Potash Corp would have to issue an additional 325 million shares,
diluting current shareholders by 38%.
Management has indicated that if they see no hope of eventually gaining
control of the companies they hold minority interests in, they would exit their
position(s).
If Potash Corp were
to sell their position in Israel Chemicals Corp at current prices, and used the
proceeds to repurchase its own stock, it might reduce shares outstanding by
around 4%, after accounting for taxes. There
is scant evidence that the market has ever rewarded Potash Corp for its stock
investments, so it’s difficult to argue that POT's stock would suffer. EPS, though, would increase by a noticeable,
but not dramatic, amount. And by reinvesting
in their own assets, which they are intimately familiar with, Potash Corp would
also be making a less risky move.
It's difficult to
draw any firm conclusions until the terms of a deal are made official, but
there's reason to fear that Potash Corp is about to make an expensive mistake. Government intervention saved Potash Corp
shareholders from a low bid a couple years back; many investors will now be hoping
that government intervention prevents their firm from paying too much.
My original write-up on Potash Corp is
here.
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