March 19 : 2010
MGM situation on due date of second-round bidding
Today is the deadline for the second round of bidding for MGM. Variety has published a good summary of the situation. Here’s the most relevant portion:
Debt-laden MGM invited a half-dozen suitors last month to participate in a second round of bidding, which included allowing those that qualified to pore over MGM’s internal financials. Though no one has announced a formal bid, the most likely candidates are Time Warner, Lionsgate and Len Blavatnik’s Access Industries.
People close to the situation believe Access has indicated it is willing to make an offer of as much as $2 billion. Lionsgate’s offer is pegged in a range between $1.4 billion and $1.8 billion while Time Warner’s offer is expected to be in the $1.5 billion range. Potential bids by John Malone’s Liberty Media and Ryan Kavanaugh’s Relativity Media with hedge fund Elliott Management aren’t expected to materialize.
Each bid contains unique challenges. Access would establish itself as a showbiz player but would likely sell off MGM’s rights to the James Bond and “Hobbit” franchises. Time Warner, sitting on a wad of $5 billion in cash from the recent spinoff of its cable systems, would be able to fully exploit Bond and “Hobbit” (which it is already co-producing through New Line) but probably has little use for the 4,000-title library. Lionsgate, which has historically grown partly through library acquisitions, isn’t set up to do tentpoles such as the Bond movies and would likely seek a partner or sell off the franchises.
The submission of binding bids means that MGM will meet within the next week or so with its debtholders to sort out what to do next. Possibilities include picking one of the offers, starting a third round of bidding or going the route of recapitalizing. A recapitalization bid could bring investment bank Qualia Capital or News Corp. into the picture.
Qualia, operated by former Artisan exec Ken Shapiro and Amir Malin, is believed to have proposed a combination of a cash infusion and a debt-to-equity transaction that would allow MGM to remain in business with its existing management. The Lion has said that one of its options for dealing with its crushing $3.7 billion debt load is to find a partner or remain a stand-alone entity.
It’s uncertain if the numbers being bandied about as the price for MGM assets — which include MGM and United Artists names and logos and MGM’s TV operations — will be high enough to meet expectations of the 140 MGM debt holders. And since MGM’s privately held, there’s no specific sale deadline as long as the debt holders go along.
Since Cooper came on board, the debt holders have agreed three times to extend the debt payments, with the most recent extension going to March 31. MGM’s facing repayment of its $250 million revolving credit line in early April and a $1 billion payment on its $3.7 billion debt in July 2011.
One bit of important news here is that the bidders seem to be down to three, while five or six had been invited by MGM to submit bids. Time Warner is one of the three. It sounds as though even if one of the other bidders actually buys MGM or its assets, it might be willing to sell the Hobbit rights to Time Warner.
I had not expected a third round of bidding to be a viable option, since none of the firms still in the process seems to want to go over the $2 billion that seems to be the minimum amount MGM is expected to find acceptable. With so few bidders still in the game and none of them likely to go much higher, a third go-round seems unlikely to benefit MGM.



