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Barbarians at the gates of Equity Office Properties

Blackstone's $36 billion purchase of Equity Office Properties Trust (NYSE: EOP) looked like a done deal (except for some hick-ups with the bond investors).

Well, according to recent news reports, another group wants in. The players include Barry Sternlicht (Starwood Capital Group Global LLC), Neil Bluhm (Walton Street Capital) and Cerberus Capital Management.

Such battles are rare in the private equity world. There is an unwritten code that once a private equity deal is announced, it may not be topped. But when the stakes are high, rules have a tendency to be ignored. In other words, this year may be the time when private equity gets a little more hostile.

Obviously, this is good news for EOP shareholders, as the stock price is now at $49.49, which is above Blackstone's offer of $48.50.

Why all the interest? The outlook for commercial real estate looks particularly bright for the foreseeable future, especially for Class A properties. And given the stiff regulations, it takes time to build new capacity. So the betting is that rents will increase.

True, if EOP takes another offer, there will be a termination fee of $200 million. But given the size of the transaction, this is probably not relevant.

Blackstone has matching rights on any bid. That is, it can make a small increase to its purchase price to snag the deal -- which, interestingly enough, could limit the valuation on EOP.

Tom Taulli is the author of various books, including the Complete M&A Handbook and the EDGAR-Online Guide to Decoding Financial Statements.

Bankruptcy crashers -- A competing plan for Delphi

In light of the global competition and difficulties of the U.S. automakers and unions, who would want a piece of the auto parts market? Well, private equity investors of course, as well as hedge funds see opportunity in this market.

Actually, the U.S. bankruptcy system may be the ally, as it can help wipe-away the legacy problems. After all, this has happened in the airline and steel industries, right?

Well, things are heating-up for the auto parts companies. In fact, Delphi Corp. is in the midst of a bidding war (the company is currently under Chapter 11 bankruptcy).

There was a $3.4 billion deal for the company with private equity investors like Appaloosa Management and Cerberus Capital Management.

Well, this week, a hedge fund jumped into the fray. Highland Capital is offering $4.7 billion. What's more, Highland does have some leverage since it is the second largest shareholder of Delphi (owning close to 9% of the company). It also has ownership in a slug of Delphi's debt.

It's certainly a bold move. By all accounts, it looks like the U.S. automakers will slash production in 2007 – which will put further pressure on the parts companies.

Although, Highland may be doing this more for negotiation purposes. That is, it is trying to get more from Cerberus-Appaloosa.

Tom Taulli is the author of various books, including the Complete M&A Handbook and operates DealProfiles.com.

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