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The US high-grade firms are financing new M&As with less debt and more equity, but also cash.

Bankers and investors say that top-rated U.S. firms have mostly financed their acquisitions with cash and equity instead of debt in the past year. This trend could continue, even as M&A activities and expectations of interest rate reductions rise.

They said that high debt costs, and the fear of credit rating downgrades due to taking on debt, made funding acquisitions through cash and stocks with high valuations more appealing. Analysts expect that Union Pacific will finance its $85 billion deal with Norfolk Southern primarily through stock and some cash. The deal is expected to be financed by debt of $15 to $20 billion.

This deal could be the biggest buyout ever in the sector.

According to Piers Ronald, co-head, debt capital markets, at Atlanta's Truist Securities, such cash-and stock deals are becoming more popular because the gap between equity and debt costs has narrowed.

According to LSEG, stock funding accounted for $250 billion or 11% of the total M&A funding in this year. Meanwhile, 15.3% of the deal volume was financed by a combination of cash and stocks.

The data revealed that in 2024, stock funding will account for $441 billion or 14% of M&A financing, while cash and stock will make up 7%.

Ronan pointed out that equity was more attractive than debt at the moment, due to its high earnings yield.

Natalie Trevithick is the head of investment grade strategies at Los Angeles asset manager Payden & Rygel. She said that many corporations have generated healthy free cash flows and posted strong earnings. This has led to an increase in equity funding of M&A deals and a decrease in debt financing.

Companies with investment-grade ratings are also wary about adding debt in order to avoid a downgrade, which would increase their financing costs.

Moody's S&P and Fitch have warned that their ratings for Union Pacific may be downgraded in the event of a company's increased leverage due to its planned acquisition of Norfolk Southern.

Mike Sanders, the head of fixed income for Madison Investments, a Madison-based asset management firm, said that a ratings downgrade would have a significant impact on the secondary market. Sanders cited the poor performance of Warner Bros Discovery bonds after its announcement to split into two publicly-traded entities and downgraded to junk status in July.

Bankers say that if M&A-intent firms rely less on debt, the end-of-year volume of investment-grade issuance could fall below $1.5 trillion in 2024.

According to the ICE BofA U.S. Corporate Index, the average spread for investment-grade bonds is 82 basis points. This is just a few basis points below the 77-bps mark it reached in 1998.

Kyle Stegemeyer of Minneapolis-based U.S. Bank's investment-grade capital markets and syndicate expects M&A related bond supply to reach $225 billion by 2025.

Stegemeyer stated that as the year progresses, it is less likely we will be able to finance large-scale transformational M&As this year in order to drive numbers higher. (Reporting and editing by Shankar Ramakrishnan & Rod Nickel; Matt Tracy)

(source: Reuters)