ITC Holdings Co. (0.2%) (NYSE:ITC) (ITC – $43.57 – NYSE) On February 9, ITC agreed to be acquired by Canadian utility Fortis (FTS-C$41.38-TSE) for $11.3 billion (includes the assumption of $4.4 billion of ITC debt), or $44.90 per share, in cash and stock. The transaction price consists of $22.57 per share in cash and 0.752 FTS shares. The transaction price of $44.90 per share represents a 14% premium to the previous day’s close of $39.38 per share and 33% premium to the unaffected share price prior to the November 30, 2015 announcement regarding the strategic review. The $44.90 per share transaction price represents 21.4x our 2016 earnings estimate of $2.10 per share and 12.2x EV/EBITDA multiples, which are at the higher-end of recent utility takeover multiples. The companies expect the transaction to close in late 2016 pending receipt of approvals from the ITC and FTS shareholders, FERC approval, as well as IL, KS, MO, OK and WI. ITC is the nation’s only pure-play transmission company with substantial expertise in transmission operation and development. The transaction makes strategic sense for FTS given that ITC provides regulated rate base growth opportunity, increases diversification, and is accretive to earnings. Based in St Johns, NL Canada, FTS would be among the larger fifteen utilities in North America with a rate of C$28 billion (U.S. $18 billion) and plans to list on the NYSE. FTS currently serves ~2 million electric and 1.2 million gas utility customers throughout Canada, the United States and the Caribbean.
From Mario Gabelli (Trades, Portfolio)'s Gabelli Utilities Fund first quarter 2016 commentary.
