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AMERICAS
Spirit Airlines, an American ultra low-cost carrier, will hold a shareholder meeting on June 10, 2022, for a vote on its proposed merger with Indigo Partners-backed rival Frontier Group in a $7.3bn deal.
Spirit earlier rejected JetBlue Airways $33 per share takeover offer, saying it had a low likelihood of winning approval from government regulators, Reuters reported.
Spirit Airlines is advised by Barclays, Morgan Stanley, Debevoise & Plimpton, Paul Weiss Rifkind Wharton & Garrison and Sard Verbinnen & Co. Financial advisors are advised by Skadden Arps Slate Meagher & Flom and Sullivan & Cromwell. JetBlue is advised by Goldman Sachs and Shearman & Sterling. Debt financing to JetBlue is provided by Goldman Sachs. Indigo is advised by Lambert & Co. Frontier is advised by Citigroup, Latham & Watkins and Joele Frank. Citigroup is advised by Fried Frank Harris Shriver & Jacobson.
Chicken Soup for the Soul Entertainment, one of the largest operators of advertising-supported video-on-demand streaming services, agreed to acquire Redbox, an entertainment company, for $375m.
"We believe that Chicken Soup for the Soul Entertainment is the ideal partner for Redbox. By joining forces, we will accelerate Redbox's transition from a physical to high growth digital media company and be the only entertainment provider truly focused on value for consumers," Galen Smith, Redbox CEO.
Redbox is advised by Kroll, PJT Partners and Weil Gotshal and Manges. Chicken Soup for the Soul Entertainment is advised by Guggenheim Partners, Graubard Miller, Ellipsis and RooneyPartners.
Amprius Technologies, a provider of lithium-ion batteries, agreed to go public via merger with Kensington Capital Acquisition IV, a special purpose acquisition company, in a $939m deal.
"Today represents a significant milestone for Amprius. A merger with Kensington – who has extensive expertise and operating capabilities in the automotive and electric mobility sectors – will help us realize the full potential of our industry-disrupting technology. The superior performance of our silicon nanowire anode battery is unmatched in the commercial market. We believe Amprius will help power the mobility revolution and that the proceeds from this transaction, along with the partnership and support of Kensington's world-class team, will enable us to significantly scale our production capabilities to meet the overwhelming demand for our silicon nanowire anode batteries," Kang Sun, Amprius CEO.
Amprius is advised by SingerLewak, Oppenheimer & Co, Wilson Sonsini Goodrich & Rosati, Gateway Investor Relations and Philosophy PR+Marketing. Kensington is advised by Marcum and Hughes Hubbard & Reed.
JP Morgan Investment Management completed the acquisition of Enstor Gas, the largest privately owned gas storage company in the US, from ArcLight Capital Partners, a private equity firm focused on energy, infrastructure and energy transition. Financial terms were not disclosed.
"We are excited to work with Enstor, an industry-leading strategic platform uniquely positioned to provide safe, reliable natural gas storage services in strategic areas across the US. We look forward to partnering with the Enstor leadership team and employees to build upon the company's track record of success for the benefit of its customers and communities," Matthew LeBlanc, JP Morgan CIO.
JP Morgan Investment Management was advised by RBC Capital Markets and Milbank. ArcLight Capital Partners was advised by Jefferies & Company, Orrick Herrington & Sutcliffe and Ten|10 Group.
Duke Realty, an Indianapolis-based publicly traded REIT, responded to a $24bn takeover offer by Prologis, a provider of logistics real estate, saying the all-stock proposal is insufficient, Bloomberg reported.
"We believe the latest offer, virtually unchanged from its prior proposals, is insufficient in that regard," Duke Realty
Prologis is advised by Goldman Sachs and Wachtell Lipton Rosen & Katz. Duke Realty is advised by Morgan Stanley, Sard Verbinnen & Co and Hogan Lovells.
Avianca, a Colombian airline, agreed to merge with GOL, a Brazilian low-cost airline. Financial terms are not disclosed.
"Our vision is to create an airline group that tackles 21st century issues and improves air travel for our customers, employees, and partners as well as the communities in which we operate. Our customers will benefit from access to even better fares, more destinations, more frequent flights and seamless connections, and the ability to earn and use points across the brands' loyalty programs. They will also be able to enjoy enhanced travel benefits and access to superior products and services," Roberto Kriete, Avianca Chairman.
Avianca and GOL are advised by Evercore, RBC Capital Markets and Milbank. GOL is advised by Brasilpar and Lefosse Advogados.
Cencosud, a South American retailer Cencosud, agreed to acquire a 67% stake in The Fresh Market, a premium specialty retailer competing in the food retail industry in the US, from Apollo Global Management, an investment firm, for $1.1bn.
"The Fresh Market is one of the best supermarkets in the USA. Widely recognized by market specialists and customers alike for its customer-centric culture, excellence in fresh produce and memorable shopping experience in its stores. This unique value proposition is a result of the successful strategy executed and the commitment of a team of highly experienced executives led by Jason and Andy. We are very pleased to make our first investment in the American market through a partnership of the prestige of Apollo Global Management with extensive experience in the retail market. Our team is very excited to start working together to accelerate the growth and value of the company," Matias Videla, Cencosud CEO.
The Fresh Market is advised by Credit Suisse and Simpson Thacher & Bartlett. Cencosud is advised by JP Morgan and Milbank.
Foxconn Technology Group, a Taiwanese multinational electronics contract manufacturer, completed the acquisition of Ohio plant of General Motors from Lordstown Motors, an American producer of electric pickups, for $280m.
Foxconn will invest $55m for 55% of a joint venture for product development, and will take on approximately 400 Lordstown employees.
Foxconn was advised by Paul Hastings. Lordstown was advised by BakerHostetler and ICR.
SK Capital Partners, a private equity firm, agreed to acquire Valtris Specialty Chemicals, a manufacturer of specialty polymer additives and specialty chemicals for a diverse set of end markets, from H.I.G. Capital, a global alternative investment firm. Financial terms were not disclosed.
"It has been a pleasure to work with H.I.G. since carving out the business from Ferro. Together, we have built a strong global leader in polymer additives that is well-positioned for robust future growth. SK's investment is a strong validation of our Company and talented team and launches an exciting new chapter for Valtris," Paul Angus, Valtris CEO.
H.I.G. Capital is advised by Lazard, Piper Sandler and McDermott Will & Emery.
Angeles Equity Partners, a private investment firm focused on value creation through operational transformation, completed the investment in Agile Occupational Medicine, a California-based owner and operator of occupational healthcare clinics. Financial terms were not disclosed.
"Our partnership with Angeles enables us to bring our quality, data-driven model to a national audience. With millions of workforce injuries a year, there is significant demand to support employers and their injured workers. We seek to meet that need with a unique approach of using outcomes, data, and refining algorithms to optimize care, providing better results for our patients and employers," Gregory Moore, Agile Founder and CEO.
Angeles Equity Partners was advised by Simpson Thacher & Bartlett and Chameleon Collective.
Schneider Electric, a French multinational company providing energy and automation digital solutions for efficiency and sustainability, agreed to acquire AutoGrid, a provider of energy data and big data analytics. Financial terms were not disclosed.
"Schneider Electric and Autogrid have a shared vision for a more sustainable world through electrification, digitization and decarbonization. With Autogrid, we can deliver significant value to energy companies by delivering cutting-edge technologies to drive adoption of smart grids and reduction of carbon emissions. We are excited to create maximum impact with our customers by accelerating the reach and scale of Autogrid," Nadège Petit, Schneider Electric Chief Innovation Officer.
AutoGrid is advised by Citigroup.
Founders Fund, a San Francisco-based venture capital firm, led a $100m Series C round in Material Security, a company that can protect email accounts even after they have been compromised, with participation from Andreesen Horowitz and Elad Gil.
"The fundamental idea behind 'zero trust' is that it assumes a bad actor is going to find a way past the perimeter into your systems. But historically, email security has just focused on blocking suspicious messages. Whether it's a large global organization like News Corp. or a local health care provider, we are still seeing an overwhelming number of email and data security breaches occur on a regular basis. At Material, we begin with the assumption that a hacker is already in your email and limit the damage they can do," Ryan Noon, Material Security CEO.
Material Security was advised by Rubenstein Associates.
Bedrock and Kleiner Perkins led a $250m Series D round in Rippling, a human resource management company, with participation from Y Combinator and Sequoia Capital.
"Rippling's core thesis is that employee data is critical to a surprisingly large number of business systems, including the ones well outside of HR. Maintaining the fidelity of the same employee data across all these disconnected systems—effectively, across multiple separate databases—is the reason it's a lot of work for companies to have many different business systems in the first place," Parker Conrad, Rippling Founder.
GIC, a Singapore-based sovereign wealth fund, led a $170m Series F round in Chainalysis, one of the world's largest crypto and blockchain intelligence firms.
Launched in 2014 and headquartered in New York, Chainalysis provides blockchain data and analysis to governments, banks and businesses worldwide to help them discover and stop cybercrime and money laundering.
Technology Crossover Ventures, a key investor in Airbnb, LinkedIn, Netflix, and other market-defining companies, led a $100m Series C round in Evisort, the no-code contract intelligence platform loved by legal, procurement, and sales operations teams worldwide, with participation from Breyer Capital, General Atlantic, M12, Amity Ventures and Vertex Ventures.
"Every time an organization buys, sells, hires, or otherwise transacts, it creates a contractual data layer. We created Evisort because it is absolutely critical for organizations to easily access and manage this data inside their contracts. We couldn't be more grateful for the trust of our hundreds of customers to build this innovative technology with us. Now, we will accelerate this momentum as these additional funds will supplement our existing capital to further our vision for making contract operations stronger and more meaningful than ever," Jerry Ting, Evisort Co-Founder and CEO.
DMJ, an accounting and business consulting firm, agreed to merge with Johnson Price Sprinkle, a Western North Carolina accounting and advisory firm. Financial terms were not disclosed.
"By becoming DMJPS, we can utilize our collective strengths to become more specialized with greater horsepower. We will retain the personal service and approach we've always valued. Growth opens up new opportunities, and I'm excited about our future ready firm," Mike Gillis, DMJ Managing Partner.
Instacart CEO courts investors, skeptical grocers ahead of IPO.
Instacart, a 10-year-old grocery delivery startup that was once one of the most highly valued of its gig-economy generation, is preparing to go public, potentially plunging itself into the volatile stock market as it sets to prove itself in a post-pandemic world.
The company has confidentially filed documents with the Securities and Exchange Commission to start the process for a stock market listing. The registration is expected to become effective after the SEC completes its review process, Bloomberg reported.
Kayne Anderson Real Estate closes latest debt fund above target at $1.87bn. (FS)
Kayne Anderson Real Estate, the real estate investment arm of Kayne Anderson Capital Advisors, announced that its debt platform, KA Real Estate Debt, has closed its fourth flagship debt fund, Kayne Anderson Real Estate Debt IV, with $1.87bn in capital commitments. The fundraise, having received strong support from a diverse group of existing and new investors, surpassed its original target of $1.5bn.
"As real estate markets continue to respond to market dislocation, lending standards remain historically conservative, particularly in niche asset classes. KARED IV is well positioned to provide liquidity for borrowers while continuing to leverage the firm's longstanding relationship with Freddie Mac to source and acquire stabilized, attractive bond issuances," David Selznick, KA Real Estate Chief Investment Officer.
NovaQuest Private Equity closes oversubscribed Fund II at $500m hard cap. (FS)
QHP Capital, the management company for NovaQuest Private Equity, announced the final close of its private equity investment fund, NovaQuest Private Equity Fund II, at $500m of LP commitments. NQPE II closed at its hard cap, exceeding the fund’s initial target of $425m, and was fully committed in less than seven months of fundraising. The oversubscribed fund includes commitments from a diverse group of new and returning investors including pension plans, insurance companies, asset managers, private foundations, and family offices.
"We are grateful for the support we received from our existing limited partners, as well as strong demand from new investors for NQPE II. As a continuation of the strategy we executed in our first fund, NQPE II will focus on investing in innovative companies in attractive thematic sectors and on partnering with talented management teams to build great companies," Michael Sorensen, NovaQuest Private Equity Partner.
EMEA
BT Group, a British multinational telecommunications holding company, and Warner Bros, an American film and entertainment company, agreed to form a $780m joint venture.
"We are excited to bring fans a new premium sport offering that brings together everything they love from BT Sport and Eurosport UK. Combining this with our growing portfolio of premium entertainment content promises to deliver consumers a richer and deeper content proposition, not only providing greater value from their subscriptions but bringing sport to a wider entertainment audience," Andrew Georgiou, Warner Bros Discovery Sports Europe President and Managing Director.
Warner Bros is advised by DLA Piper. BT Group is advised by Lazard and CMS.
Eurazeo, a global investment company, led a $210m Series D round in Aiven, a software company that combines the best open source technologies with cloud infrastructure, with participation from BlackRock, IVP, Atomico, Earlybird, World Innovation Lab and Salesforce Ventures.
“Aiven’s mission is to make developers’ lives better, to help them build better applications. Further investing in supporting open, community driven development of software and sustainable use of cloud services is a natural extension of what we value and have always wanted to achieve with Aiven,” Oskari Saarenmaa, Aiven CEO and Co-Founder.
Aiven was advised by Walker Sands Communications.
Augury, a provider of IoT and Industrial AI solutions that improve health and reliability of machines for manufacturing and industry, agreed to acquire Seebo, a provider of AI-based process intelligence, for $140m.
"Manufacturers realize their competitiveness depends on empowering their frontline teams. However, methodologies like TPM and IWS can only drive production gains so far, without accurate insights into the inter-related ways that processes, materials, environment and equipment impact production health. The lack of a unified platform to provide these insights stifles collaboration and progress. The combination of our full-stack machine health platform and Seebo's process-based AI will give cross functional teams the correlated view they need to transform how they work, and unlock $1tn in untapped production potential from existing facilities worldwide," Saar Yoskovitz, Augury CEO.
Augury is advised by PAN Communications.
Lukoil, a Russian multinational energy corporation, agreed to acquire retail and lubricants business of Shell, a British publicly traded multinational oil and gas company. Financial terms are not disclosed.
"The acquisition of Shell's high-quality businesses in Russia fits well into Lukoil's strategy to develop its priority sales channels, including retail, as well as the lubricants business," Maxim Donde, Lukoil Vice President.
AMCS, a global supplier of integrated cloud-based software and vehicle technology for the environmental, utilities, waste, recycling and resource industries, agreed to acquire Quentic, a solution provider of Software as a service for EHSQ and ESG management. Financial terms are not disclosed.
"We have built Quentic on the values of making a meaningful contribution to people, society and the environment. Therefore, we are excited to have found a partner in AMCS who fully aligns with our mission to digitally empower companies across the globe to manage people, business and environmental processes sustainably at all levels. Together with AMCS, the Quentic management team will continue to shape the future," Markus Becker, Quentic CEO.
Bemis Associates, an adhesives and specialty films company, completed the acquisition of Protechnic, a manufacturer in hot melt adhesive bonding, decorative film printing, combined functionality, converting plus application technology, and sustainable industrial solutions. Financial terms were not disclosed.
"By leveraging Bemis' global footprint and Protechnic's innovative products, we are confident we will accelerate the growth of the business around the world to better serve our customers in every region," Emmanuel Roll, Protechnic CEO.
MakerBot, a desktop 3D printing firm, agreed to merge with Ultimaker, a 3D printer-manufacturing company based in the Netherlands. Financial terms were not disclosed.
"This merger marks an important milestone for Ultimaker and MakerBot. Innovation and growth are both critical to bringing desktop 3D printing from a specialty technology into mainstream business adoption. The new company will leverage and expand its combined global footprint with sales and operations in the Americas, EMEA and APAC," Jürgen von Hollen, Ultimaker CEO.
Amphenol among bidders for $1bn Schneider unit.
Amphenol is among groups vying for control of Schneider Electric’s industrial automation and control unit, which could be valued at about $1bn, Bloomberg reported.
The Wallingford, Connecticut-based industrials firm is into the second round of bidding for the former Telemecanique business.
Inditex in $105m deal to make clothes from recycled fabric.
Inditex, a Spanish multinational clothing company, has signed an agreement worth more than $105m to buy 30% of the recycled fabric to be produced by Infinited Fiber Company, a fashion and textile technology group on a mission to make textile circularity an everyday reality, for 3 years in a push to use more sustainable materials, Reuters reported.
"We are actively working to find solutions, and searching for new partnerships, processes and materials to achieve textile-to-textile recycling," Javier Losada, Inditex Chief Sustainability Officer.
Vodafone in talks to merge UK arm with CK Hutchison's Three. (FS)
Vodafone Group is in talks to merge its UK operations with Three UK, which is owned by Hong Kong-based CK Hutchison Holdings, Reuters reported.
The move comes as Vodafone faces pressure from Europe's largest activist fund Cevian Capital to simplify its portfolio, enhance its strategy in key markets and boost returns.
HSBC begins internal analysis to help rebut push for split. (FS)
HSBC Holdings has begun an internal review that’s part of an effort to rebut calls from its largest shareholder to discuss splitting off its Asian operations.
The London-headquartered bank is examining the case for a breakup after Bloomberg reported late last month that Ping An Insurance Group was pushing the lender to spin off its Asian unit to improve returns, Bloomberg reported.
Ergon closes Capital Partners Fund at $985m. (FS)
Ergon Capital Partners, a mid-market investor in Europe, has made the final closing of Ergon Capital Partners V, with capital commitments of $985m, significantly exceeding its target and initial hard cap of $923.5m.
ECP V benefited from significant demand from existing Limited Partners, supported by a near universal reinvestment rate from institutional investors of its predecessor fund, and welcomed many new investors to the platform. The ECP V investor base consists of a mix of family capital from entrepreneurial families and reputable family offices, and of institutional capital from blue-chip asset managers, pension funds, funds of funds and foundations, from Ergon’s core European geographies, as well as Switzerland, the United Kingdom, North America and the Middle East.
APAC
Carlyle said to near $1bn takeover of packaging firm HCP. (FS)
Carlyle Group is set to buy Chinese packaging firm HCP for about $1bn, less than two months after a sale of the business was threatened by valuation concerns.
The US-based buyout firm hammered out final details of an agreement with HCP’s owner Baring Private Equity Asia this week, Bloomberg reported.
Elliott to close Tokyo office and shift Asia investing to London. (FS)
US hedge fund Elliott Management plans to shut its office in Tokyo, its last remaining outpost in Asia, as it continues to shift responsibility for investments in the region to London, Financial Times reported.
The Florida-based activist group, which was founded by billionaire Paul Singer and manages about $52bn in assets, has decided to close the Tokyo office despite being an active investor in Japan, where it has in recent years built stakes in prominent targets such as technology giant SoftBank and conglomerate Toshiba.
Tycoon close to outgoing Philippines president mulls sales of big assets.
A tycoon and close associate of outgoing Philippines President Rodrigo Duterte is considering selling businesses collectively worth several billion dollars, including a South China Sea gas field and a commercial land lease firm at the site of a former US military base, Reuters reported.
Dennis Uy, chairman of conglomerate Udenna and listed Chelsea Logistics, has seen rapid growth and diversification of his business empire during the six-year presidency of Duterte, who leaves office next month.
SoftBank’s Son pays price for tech bets with $20bn loss. (FS)
Masayoshi Son is paying a steep price for his outsized wagers on money-losing technology companies, Bloomberg reported.
Son’s SoftBank Group reported a record annual loss at its Vision Fund unit as a selloff in tech shares pummeled the value of its portfolio companies, including public holdings like Coupang, Uber Technologies and Didi Global. The Vision Fund swung to a loss of $20.5bn for the year ended March 31, compared with a $31.3bn profit in the previous year.
Byju’s in talks with lenders for $1bn funding.
Byju’s, India’s most valuable startup, is in talks with lenders to raise more than $1bn in acquisition financing as the online education provider looks to expand its business rapidly.
The Bangalore-based market leader is in talks with banks, including Morgan Stanley and JP Morgan, for the funding to acquire another edtech company, Bloomberg reported.
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