Mirion Technologies, a global provider of mission-critical radiation detection and measurement solutions, went public via a SPAC merger with GS Acquisition Holdings II in a $2.6bn deal. Transaction included $900m of fully committed common stock PIPE with participation from Janus Henderson Investors, Fidelity Management & Research, funds and accounts managed by BlackRock, Neuberger Berman funds, including a $200m anchor investment from Goldman Sachs.
"This transaction enables us to accelerate our growth, expand upon our market leading product innovation strategy and execute on the multiple levers of value creation we have identified. The partnership with Larry -- who has a proven track record of substantial shareholder value creation -- will further enhance our strategic trajectory. With strong free cash flow expected after interest and tax, we will have plenty of firepower for acquisitions to accelerate our growth," Thomas Logan, Mirion CEO.
Mirion was advised by HSBC, Lazard, Davis Polk & Wardwell and ICR. GS Acquisition II was advised by Citigroup, Goldman Sachs and Weil Gotshal and Manges. Debt financing was provided by Goldman Sachs. Financial advisors were advised by Milbank, Sullivan & Cromwell and White & Case. Charterhouse Capital was advised by HSBC, Lazard and Freshfields Bruckhaus Deringer.
Penn National Gaming, an American operator of casinos and racetracks, completed the acquisition of Score Media and Gaming, a digital media company, for $2bn.
“We’re excited to be creating this powerful new entertainment flywheel that will provide us with multiple growth channels that transcend our current business verticals. We look forward to entering the Canadian gaming market, which represents a compelling new opportunity, and are proud to have John Levy and his family and their entire team bring their best-in-class technology, unique perspective and skill sets to our Penn National family,” Jay Snowden, Penn National Gaming President and CEO.
Score Media and Gaming was advised by Canaccord Genuity, Greenhill & Co, Morgan Stanley, McCarthy Tetrault, Osler Hoskin & Harcourt, Paul Weiss Rifkind Wharton & Garrison and JCIR. Financial advisors were advised by Davies Ward Phillips & Vineberg. Penn National was advised by Code Advisors, Goldman Sachs, Blake Cassels & Graydon, Wachtell Lipton Rosen & Katz and Joele Frank.
Bristol-Myers Squibb, a firm that engages in the discovery, development, licensing, manufacture, marketing, distribution, and sale of biopharmaceutical products, is planning to tender its shares in Acceleron Pharma, a biopharmaceutical company, after Merck & Co, a US pharmaceutical company, agreed to buy the company for $11.5bn,
Bloomberg reported.
Bristol-Myers is Acceleron’s biggest shareholder with an 11.5% stake. Selling that stake will bring Merck deal closer to completion. Merck needs approval from a majority of Acceleron’s shareholders to close its tender offer for all of the company’s shares.
Acceleron is advised by Centerview Partners, JP Morgan and Ropes & Gray. Financial advisors are advised by Skadden Arps Slate Meagher & Flom. Merck is advised by Credit Suisse, Goldman Sachs, Covington & Burling, Gibson Dunn & Crutcher and Joele Frank.
Benefit Street Partners Realty Trust, a non-listed REIT backed by Benefit Street Partners, a credit-focused alternative asset management firm, completed the merger with Capstead Mortgage, a REIT, in a $2bn deal. BSP manages the combined company.
"With the combined capital of BSPRT and Capstead, we are well-positioned to capture opportunities ahead of us and create superior value for our stockholders. We believe our differentiated investment strategy, marked by a focus on middle-market commercial real estate mortgages, provides us a significant competitive advantage with a large-scale, diverse portfolio that has delivered strong growth and attractive returns over the long term. Coupled with BSP's strong deal sourcing and underwriting capabilities supported by Franklin Templeton's world class sponsorship, the new Franklin BSP Realty Trust will be poised to benefit from the large and compelling commercial real estate lending market opportunity resulting from a significant volume of upcoming commercial real estate debt maturities," Richard J. Byrne, BSPRT President and CEO.
Capstead was advised by Credit Suisse, Hunton Andrews Kurth and Sard Verbinnen & Co. Credit Suisse was advised by Cleary Gottlieb Steen & Hamilton. BSPRT was advised by Barclays, Houlihan Lokey, Hogan Lovells and Prosek Partners. Financial advisors were advised by Alston & Bird.
WeWork, an American commercial real estate company, went public via a SPAC merger with BowX Acquisition, a special purposes acquisition company, in a $9bn deal. WeWork received approximately $1.3bn, including a fully committed $800m private placement investment with key investors including Insight Partners, funds managed by Starwood Capital Group, Fidelity Management & Research Company, Centaurus Capital, and BlackRock.
"SoftBank has always seen the potential in WeWork's core business to disrupt the commercial real estate industry and reimagine the workplace. Today, we take another step towards making that vision a reality. We look forward to having BowX as our partner as we look to the next chapter," Marcelo Claure, WeWork Chairman.
BowX was advised by UBS, Cooley and Paul Hastings. WeWork was advised by PJT Partners, Skadden Arps Slate Meagher & Flom and Gladstone Place Partners. Insight Partners was advised by Willkie Farr & Gallagher. Softbank was advised by Morrison & Foerster.
Ally, a bank holding company, agreed to acquire Fair Square Financial, a provider of financial services, for $750m. The transaction was unanimously approved by Ally’s board of directors and is expected to close by the end of the first quarter 2022.
The deal advances Ally’s evolution as the leading digital consumer bank providing frictionless, innovative products to our growing customer base. The acquisition provides Ally with a scalable, digital-first credit card platform. In addition to advancing Ally’s digital offerings, it enhances our ability to grow and deepen customer relationships and provides access to the $1tn credit card market.
Ally is advised by Citigroup, Goldman Sachs and Sullivan & Cromwell. Fair Square is advised by JP Morgan and Skadden Arps Slate Meagher & Flom.
Athene, a retirement services company, agreed to acquire a majority stake in Newfi, a technology driven multi-channel mortgage lender, from Warburg Pincus. The investment in Newfi will be managed by Apollo. Financial terms were not disclosed.
"This move allows Newfi to combine its capital market expertise with Athene's balance sheet and deep knowledge in the mortgage space, accelerating Newfi's presence in single family lending," Steve Abreu, Newfi Founder and CEO.
Athene and Apollo are advised by Sidley Austin. Newfi is advised by
Zuckerman Gore Brandeis & Crossman, Houlihan Lokey, Kirkland & Ellis and Weintraub Tobin.
Two private equity firms Genstar Capital and GI Partners agreed to invest in Daxko, a software and integrated payments provider. Financial terms were not disclosed.
"Daxko is the leading integrated software and payments provider to the health and wellness industry and our software is the lifeblood of our customers' daily operations. Our end-to-end platform offering continues to expand from attractive organic growth initiatives as well as ongoing execution of our proven acquisition strategy. We have worked closely with GI Partners who have supported us and helped make meaningful enhancements to the business," Ron Lamb, Daxko CEO.
Daxko is advised by Credit Suisse, William Blair & Co and Ropes & Gray. Genstar Capital is advised by Kirkland & Ellis. GI Partners is advised by Chris Tofalli Public Relations.
Private equity firms EQT and Vitruvian Partners completed the investment in CFC. Financial terms were not disclosed.
“We’re delighted to welcome EQT as an investor alongside Vitruvian. Both EQT and Vitruvian’s focus on high-growth technology companies and commitment to creating a positive impact through their portfolios is a natural fit with CFC and our ethos as an independent, employee-owned business. EQT’s investment, and Vitruvian’s reinvestment, is testament to CFC’s track record of delivering strong, profitable growth underpinned by the expertise of our people and our history of market-leading technology innovation," Dave Walsh, CFC Founder.
EQT was advised by Morgan Stanley, Kirkland & Ellis, KPMG and Bain & Co.
Great Plains Capital, a long-term investment company, completed the investment in Toppers Pizza, a pizza restaurant. Financial terms were not disclosed.
"Scott and the Toppers' leadership team have built a highly attractive brand and we are thrilled to become their long-term partners. Toppers has been satisfying loyal customers in their home state of Wisconsin for over 30 years. As the restaurant industry continues to evolve, we think Toppers is very well positioned to expand its store network nationally and bring their unique pizzas and menu items to more happy customers," John Dills, Great Plains Capital CEO.
Great Plains Capital was advised by Ropes & Gray. Toppers Pizza was advised by C Squared Advisors, Cheng Cohen and Mainland.
Mesa Labs, a firm that acquires, develops, manufactures, and markets electronic measurement instruments, completed the acquisition of Agena Bioscience, a developer and manufacturer of genetic analysis systems and reagents, for $300m.
“Our robust technology platform along with deep customer partnership has been the foundation of our success. We built our company based on a strong team-oriented values system, and we see a great fit with the Mesa culture. We look forward to working with the Mesa team to expand the applications we deliver and innovate new technologies for clinical genomics," Peter Dansky, Agena CEO.
Mesa Labs was advised by Davis Graham & Stubbs. Agena was advised by Jefferies & Company and DLA Piper.
Oak Street Health, a fast-growing network of value-based, primary care centers, completed the acquisition of RubiconMD, a developer of a web-based e-consulting. Financial terms were not disclosed.
“Like traditional primary care, specialty care is broken for older adults, but together with RubiconMD, we can rebuild it into a model that meets patient needs. Integrating and virtualizing specialty care into Oak Street Health’s innovative model enables us to improve access, experience and coordination for patients while substantially lowering costs. RubiconMD’s technology platform and national footprint allows us to scale the model across our current and future markets to further our mission," Mike Pykosz, Oak Street Health CEO.
Oak Street Health was advised by Kirkland & Ellis. RubiconMD was advised by Cantor Fitzgerald and Gunderson Dettmer Stough Villeneuve Franklin & Hachigian.
Grupo Bimbo, a Mexico-based company, which is engaged in the food industry, agreed to acquire Brazil business of ARYZTA, a firm that produces and retails specialty bakery products. Financial terms were not disclosed.
"The sale of the Brazil business concludes our planned disposal programme. The disposals plan enabled ARYZTA to agree new lending facilities, pay deferred and current hybrid interest and improve the Group's financial profile. Our focus now is to deliver sequential quarterly positive organic growth supported by positive volume and pricing. We are working with our customers on inflation price recovery and also focusing on further operational efficiencies to offset the inflation trends," Urs Jordi, ARYZTA Chairman and Interim CEO.
ARYZTA is advised by Houlihan Lokey and Dynamics Group.
DSM, a global science-based company, completed the acquisition of First Choice Ingredients, a supplier of dairy-based savory flavorings, for $453m.
"This is the right time in First Choice Ingredients' journey to become part of a company such as DSM. The people of First Choice Ingredients will continue to deliver our legendary products and customer service with can-do attitude and relentless focus on product integrity and innovation. They are some of the most hard-working and loyal teammates ever assembled under one roof," Jim Pekar, First Choice Ingredients President.
First Choice was advised by Houlihan Lokey.
FlixMobility, a company offering coach transport, completed the acquisition of Greyhound Lines, a provider of long-distance bus transportation, from FirstGroup, a private sector provider of public transport, for $78m.
“Consumers across North America are increasingly seeking affordable, comfortable, smart and sustainable mobility solutions. A compelling offering will draw significantly more travellers away from private cars to shared coach mobility. Together, FlixBus and Greyhound will be better able to meet this increased demand. As our business continues to recover from the effects of the pandemic, we will replicate the success that we have already achieved in 36 countries outside of the US with our innovative and customer centric approach," André Schwämmlein, FlixMobility Founder and CEO.
FlixMobility was advised by FTI Consulting.
Acrisure, a provider of insurance services, agreed to acquire It’sSeg, an operator of an insurance brokerage platform, from Actis, a global investment firm. Financial terms were not disclosed.
"Brazil offers immense opportunities and is a market we've been focused on for a long time. With Thomaz and the It'sSeg team we've partnered with exceptional people who have built an exemplary business in a short period of time. We're philosophically and fundamentally aligned as both Acrisure and It'sSeg value strong partnerships, innovative solutions and client centricity," Greg Williams, Acrisure Co-Founder, CEO and President.
Actis is advised by Citigroup.
KKR & Co completed the acquisition of a majority stake in the observation deck at 30 Hudson Yards, a viewing platform in the Western hemisphere, for $500m.
The observatory, dubbed Edge, is 338m above the ground and on the skyscraper’s 100th floor. It is open to the public. Hudson Yards will continue to manage it. The firm also has about 32k square meters on the top 10 office floors of the tower.
SoftBank Vision Fund 2, a fund with a goal to invest in AI-based technology, led a $215m Series D funding round in Flock Freight, a software-driven shared truckload service provider. Additional investors include Susquehanna Private Equity, Eden Global Partners, SignalFire, GLP and GV.
Flock Freight says its tech reduces carbon emissions compared to the traditional hub-and-spoke shipping system. The six-year-old startup is also aiming to use the funds to expand its operations and to hire, especially in Chicago, where it will open a new office this year.
ADB, a provider of infrastructure services intended for the communication, utility and technology industries, agreed to acquire PrimeTech Communications, a provider of aerial and underground construction, fiber optic services, engineering services, emergency restoration services, and project management, from Capital Tactics, a provider of buy-side and sell-side transaction advisory services. Financial terms were not disclosed.
"The leadership team at ADB displayed enormous goodwill throughout the negotiations. Their collaborative approach was key to getting this done. This enables additional growth for both entities, affording customers additional services. We at Capital Tactics are pleased to have had the opportunity to represent PrimeTech throughout this transaction," Dino Lucarelli, Capital Tactics Managing Director.
PayPal in a $45bn bid for Pinterest.
PayPal Holdings has offered to buy digital pinboard site Pinterest for $45bn, a combination that could herald more financial technology and social media tie-ups in e-ecommerce,
Reuters reported.
The deal talks come as internet shoppers increasingly buy items they see on social media, often following “influencers” on platforms such as Instagram and TikTok. Acquiring Pinterest would allow PayPal to capture more of that e-commerce growth and diversify its income though advertising revenue.
Malarkey Roofing Products explores possible $1.5bn sale.
The family owners of Malarkey Roofing Products are exploring strategic options including a sale that could value the company at as much as $1.5bn,
Bloomberg reported.
The company, which is led by President George Malarkey, is working with an adviser to hold an auction process. Portland Oregon-based Malarkey is generating about $100m in earnings before interest, taxes, depreciation and amortization and could attract interest from peers and private equity firms.
Top ByteDance investor to weigh $500m stake sale. (FS)
Susquehanna International Group, one of ByteDance earliest and largest backers, is looking to sell about $500m of its shares in the TikTok owner, seeking to diversify its portfolio during China’s tech crackdown and profit from the startup’s growth,
Bloomberg reported.
The US investment firm sought to sell the stake at a price that valued ByteDance north of $400bn, but it was unsuccessful and has since lowered the offer. Another shareholder in ByteDance recently sold equity at a valuation of between $360bn and $370bn.
Icahn calls on Southwest Gas to sell its construction unit.
Activist investor Carl Icahn is ratcheting up the pressure on Southwest Gas Holdings, calling on the utility company to sell its Centuri Group construction business and repeating calls to abandon its recent pipeline deal,
Bloomberg reported.
The billionaire, who owns 4.9% of Southwest Gas, wrote in an open letter that he believes shareholders are “fed up” with decisions by management that have destroyed value for investors.
Equinox, owner of SoulCycle, is in merger talks with Ares SPAC. (FS)
Equinox, whose gyms are frequented by Wall Street staffers among others, is in talks to go public through a merger with Ares Acquisition after talks with one of Chamath Palihapitiya’s blank-check companies collapsed,
Bloomberg reported.
Deliberations are ongoing and may not result in a transaction. The valuation couldn’t be learned. Representatives for Ares and Equinox declined to comment.
Ares Acquisition raised $1bn in its February IPO. It is backed by Ares Management, an alternative asset manager. A co-founder of Ares Management, David Kaplan, is the SPAC’s Co-Chairman and CEO.
US slows down oil and gas mergers.
US antitrust regulators have extended the approval process for at least five oil and gas mergers and acquisitions in the last three months, as President Joe Biden's administration scrutinizes deals in a bid to tackle soaring energy prices,
Reuters reported.
The slowdown comes amid growing pressure on policymakers to respond to consumer angst over skyrocketing retail gasoline prices, as US crude futures hit multi-year highs. The White House has been calling US oil and gas producers to ask how they can help lower prices,
Vita Coco prices IPO below range at $15 a share.
Vita Coco, a coconut beverage maker, priced its $173m IPO below a marketed range, while a Chicago-area hamburger and hot dog chain sold its shares at the top of its target,
Bloomberg reported.
Vita Coco and its existing shareholders sold 11.5m shares for $15 each after marketing them for $18 to $21. The company is valued in the IPO at about $833m, based on the outstanding shares listed in its filings with the US Securities and Exchange Commission.
Thrive Acquisition announces pricing of $150m IPO.
Thrive Acquisition announced the pricing of its IPO of 15m units at a price of $10 per unit. The units will be listed on the Nasdaq Global Market and trade under the ticker symbol “THAC.U” beginning October 21, 2021. The offering is expected to close on October 25, 2021, subject to customary closing conditions.
Thrive Acquisition, led by CEO Charles Jobson, is a SPAC. The company intends to focus its search on businesses within the global health and wellness industry.
Home remodeling platform Houzz hires Goldman for IPO.
Houzz, the US online home remodeling platform that capitalized on the boom in renovations during the Covid-19 pandemic, has hired Goldman Sachs to prepare for an IPO,
Reuters reported.
Houzz is aiming to go public early next year. The Palo Alto, California-based company was last valued at about $4bn in a private funding round led by ICONIQ Capital in 2017.
Blackstone weighs up to record $30bn for flagship fund. (FS)
Blackstone is preparing to raise what could be the industry’s largest buyout fund on record,
Bloomberg reported.
The firm may seek as much as $30bn for its next flagship private equity fund. No target has been set but fundraising could begin next year. It’s a frenzied time for private equity. Blackstone and peers are ramping up fund sizes and coming back to market with successor pools at a rapid clip. Almost 6k funds are currently seeking to rake in a record $1tn.
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