AMERICAS
Media company Discovery's plan to acquire venerable film and TV studio WarnerMedia for $43bn passed the US Department of Justice's antitrust review, clearing another hurdle toward closing.
The $43bn deal, which was announced last May, received unconditional antitrust clearance from the European Commission in December. WarnerMedia parent AT&T has also received a letter from the Internal Revenue Service approving the merger's tax-free status, another key requirement for the closing.
Discovery is advised by Allen & Company, JP Morgan, Perella Weinberg Partners, RBC Capital Markets, Debevoise & Plimpton, Perez Llorca, Sherman & Howard and Wachtell Lipton Rosen & Katz. Financial advisors were advised by White & Case. AT&T is advised by Goldman Sachs, LionTree Advisors, Fasken and Sullivan & Cromwell. Financial advisors are advised by Fried Frank Harris Shriver & Jacobson and Simpson Thacher & Bartlett. Advance is advised by RBC Capital Markets and Paul Weiss Rifkind Wharton & Garrison. Financial advisors were advised by Alston & Bird.
Pender-backed D-Wave, a Canadian quantum computing company, agreed to go public via merger with DPCM Capital, a SPAC, in a $1.2bn deal. Investors in PIPE included PSP Investments, Goldman Sachs Asset Management, NEC, Yorkville Advisors and Aegis Group Partners.
"Today marks an inflection point signaling that quantum computing has moved beyond just theory and government-funded research to deliver commercial quantum solutions for business," Alan Baratz, D-Wave CEO.
D-Wave is advised by Morgan Stanley, Blake Cassels & Graydon, Paul Weiss Rifkind Wharton & Garrison, LaunchSquad and Longview Communications. DPCM Capital is advised by Morgan Stanley, Citigroup, UBS, Greenberg Traurig, Stikeman Elliott and Hiltzik Strategies.
Forbes, a business information brand, and Magnum Opus, a SPAC, announced a $200m strategic investment from Binance, a cryptocurrency exchange, into their pending merger deal.
"We look forward to bolstering Forbes' Digital initiatives, as they evolve into a next level investment insights platform," Changpeng Zhao, Binance Founder and CEO.
Forbes is advised by Cadwalader Wickersham & Taft and Hawthorn Advisors. Binance is advised by The Raine Group and Latham & Watkins. Magnum Opus is advised by Credit Suisse, JonesTrading Institutional Services and Kirkland & Ellis. Financial advisors are advised by King & Spalding.
Growth Capital, a SPAC, announced that its stockholders have voted to approve the proposed business combination with Cepton Technologies, an innovator in light detection and ranging for automotive Advanced Driver Assistance Systems and vehicle autonomy, at its special meeting of stockholders held on February 9, 2022.
Holders of approximately 72.94% of Growth Capital's issued and outstanding shares cast votes at the special meeting. Approximately 93.82% of the votes cast at the special meeting voted to approve the business combination.
Cepton is advised by JP Morgan and O'Melveny & Myers. Growth Capital is advised by Craig-Hallum Capital Group, JP Morgan, Maxim Group and Ellenoff Grossman & Schole. Financial advisors are advised by Skadden Arps Slate Meagher & Flom.
Thirty Madison, a specialty healthcare company, agreed to merge with Nurx, a female-focused digital healthcare firm. Financial terms were not disclosed.
"What the Nurx team has built for its patients is remarkable and is exactly what brought our two companies together: A relentless focus on our patients' many different needs through personalized treatment and expert care," Steve Gutentag, Thirty Madison CEO.
Nurx is advised by JP Morgan, Fenwick & West and Jones Day. Thirty Madison is advised by Centerview Partners, Cooley and Foley & Lardner.
AP Moller - Maersk, an integrated transport and logistics company, agreed to acquire Pilot Freight Services, a full-service transportation and logistics provider, from BCI, an investment management services provider, and ATL Partners, a private equity firm, for $1.7bn.
"We are appreciative and proud of the partnership we've had with the Pilot team in successfully executing on the vision of creating a differentiated, market leader to meet the growing e-commerce demand for big and bulky goods," Kirby Fine, ATL Partners Partner.
Pilot is advised by Harris Williams & Co, Morgan Stanley and Gibson Dunn & Crutcher. ATL Partners is advised by Gasthalter & Co.
Ankura Consulting Group, a global expert services and advisory firm, completed the acquisition of Noragh Analytics, a provider of real-time data analytics. Financial terms were not disclosed.
"Acquiring Noragh Analytics marks an exciting milestone in the continued growth of Ankura's advanced data analytics and technology-enabled consulting capabilities worldwide. As we continue to push the envelope on innovation, the Noragh platform allows us to find answers and provide solutions within data that our competitors simply cannot reach. Today's announcement also reflects our ongoing commitment to delivering the best cutting-edge technology and solutions to clients for their most pressing challenges," Kevin Lavin, Ankura CEO.
Noragh Analytics was advised by Sidley Austin. Ankura was advised by Davis Polk & Wardwell and Jayaram Law.
Insight Partners, a New York-based global private equity and venture capital firm, agreed to invest in Gamma Technologies, a provider of integrated multi-physics system simulation software. Financial terms were not disclosed.
"GT is the clear leader in multi-scale, multi-physics simulation software and offers the most technically advanced tools for modern simulation challenges, including in emerging domains like electric and electrified vehicles. We are excited to invest in GT at this moment in their growth and look forward to partnering with TA and Cove Hill as GT continues its path of industry-leading innovation," Henry Frankievich, Insight Partners Principal.
Insight Partners is advised by Willkie Farr & Gallagher. Cove Hill is advised by Lincoln International and Ropes & Gray.
Riverside, a global private investor focused on the smaller end of the middle market, completed the acquisition of Medical Marketing Solutions Group, a provider of strategic services, scientific and medical communications, and operational and event management services to global biopharmaceutical companies. Financial terms were not disclosed.
"MMSG is highly complementary for Red Nucleus. We are focused on expanding our portfolio of medical communications and publication planning services, hiring more talented scientific staff, adding expertise in new high-growth therapeutic areas and in growing our blue-chip client base. This addition boosts all those areas," Peter Tsang, Riverside Co-CIO.
Riverside was advised by Jones Day.
Alkeon Capital led a $250m Series D round in Starburst Data, the analytics anywhere company, with participation from Altimeter and B Capital Group.
"Every organization has a top-down mandate to take more data-driven actions, but increases in data volumes have forced organizations to move, misplace and mismanage data, creating blind spots that can negatively impact decision-making. Starburst streamlines data access and analytics across silos, clouds and business lines, enabling organizations to become truly data-driven. Today's financing is a reflection of our continued growth and 'workhorse' mentality, from achieving profitability in our first two years of operation to tripling customer adoption in the past 12 months," Justin Borgman, Starburst CEO.
Starburst was advised by InkHouse.
SoftBank Vision Fund 2 and RA Capital Management led a $140m Series C round in Ventus Therapeutics, a biopharmaceutical company utilizing structural biology and computational tools to identify and develop small molecule therapeutics across a broad range of disease indications, with participation from Qatar Investment Authority, Andreessen Horowitz, BVF Partners, Casdin Capital, Cormorant Asset Management, Fonds de solidarité FTQ, Alexandria Venture Investments, GV and Versant Ventures.
"We believe this funding from leading investors will help us scale up our ReSOLVE platform while simultaneously driving towards planned investigational new drug (IND) submissions for our three lead programs in 2023," Marcelo Bigal, Ventus President and CEO.
Ventus Therapeutics was advised by The Yates Network.
Signify Health, a value-based healthcare platform that leverages advanced analytics, technology and nationwide healthcare provider networks, agreed to acquire Caravan Health, a health consultant in Kansas City, for $300m.
"This is an exciting opportunity to leverage the combined technology, tools and expertise of Caravan and Signify to all move forward toward better patient care while helping providers achieve financial sustainability," Lynn Barr, Caravan Health Founder and Chairwoman.
TotalEnergies, a French multinational integrated oil and gas company, agreed to acquire the commercial and industrial solar business of SunPower, a solar power products provider, for $250m.
"With this acquisition, TotalEnergies is further investing to grow its distributed generation activity in the US and support its B2B customers in meeting their sustainable development goals. It is a new milestone in our renewable development in the country, where we are targeting 4 gigawatts of solar capacity by 2025," Vincent Stoquart, TotalEnergies Senior Vice President Renewables.
Snoop Dogg, American rapper, songwriter, media personality, actor, and entrepreneur, agreed to acquire Death Row Records, an American record label that was in operation from 1992 until 2006, from The Blackstone Group. Financial terms were not disclosed.
"We at Blackstone are strong supporters of the artist and creator community in our entertainment investments. We are excited to put the Death Row Records brand back in the hands of a legend like Snoop Dogg. We wish him success in the years ahead as the brand moves forward under his leadership and vision," David Kestenbaum, Blackstone Senior Managing Director.
Mill Point Capital-backed Anexinet, a business management consultant in Blue Bell, Pennsylvania, completed the merger with Veristor Systems, a provider of transformative business technology solutions. Financial terms were not disclosed.
"Veristor is an advanced technology solutions provider with deep expertise in security, storage, networking, DevOps, and collaboration. This merger demonstrates our commitment to delivering solutions that materially improve our clients' business operations while enabling seamless experiences across touchpoints, locations, and channels. Not only does the merger double the size of our customer base, it greatly expands our engineering capabilities and delivery teams to allow us to better serve our customers," Brian Glahn, Anexinet CEO.
Microsoft introduces new app store guidelines to facilitate its Activision Blizzard deal.
Microsoft announced a new set of principles for its app store, including open access to developers who meet privacy and security standards, as it began a push to win approval for its blockbuster acquisition of "Call of Duty" maker Activision Blizzard, Reuters reported.
The $68.7bn purchase was the biggest gaming industry deal in history. Microsoft will file for approval of the deal in 17 jurisdictions.
EMEA
Bloomberg reported that Italy views the offer from private equity fund KKR & Co for Telecom Italia as too low, as the government led by Mario Draghi reviews plans to create a single national ultra-broadband network.
Telecom Italia's board is scheduled to meet on February 14 to discuss an in-house plan, and it could also review KKR's bid.
Telecom Italia is advised by Goldman Sachs, LionTree Advisors, Mediobanca and Vitale & Co. KKR is advised by JP Morgan and Morgan Stanley. Debt financing is provided by Citigroup and JP Morgan. Vivendi is advised by Chiomenti.
Enel, an Italian multinational manufacturer and distributor of electricity and gas, agreed to acquire the 480MW thermoelectric complex fuelled by natural gas at Priolo Gargallo from ERG, a publicly listed Italian energy company. Financial terms were not disclosed.
"We are satisfied with the agreement with Enel, who are a leading global energy group with a consolidated industrial position in Italy. This is because it offers the best guarantees in terms of reliability for integrating our personnel and fully enhancing the asset. With this transaction, ERG completes its business transformation into a pure 'wind & solar' model and continues along the path of decarbonization envisaged in the ESG plan. The financial resources from the divestment of the Hydro and CCGT plants will be used to give new impetus to the Group's growth," Paolo Merli, ERG CEO.
ERG is advised by Ernst & Young, Ref-e, Mediobanca, Rothschild & Co, DLA Piper and Arup.
SoftwareONE, an IT service management company, agreed to acquire Predica, a cloud-native provider of Azure cloud professional and managed services. Financial terms were not disclosed.
"We are thrilled to be joining forces with SoftwareONE. Our mission has always been to help customers use Microsoft technology to achieve greater productivity and purpose. Together with SoftwareONE, we look forward to making an even bigger impact supporting organizations with their complex digital transformation requirements, while contributing our deep technical knowledge, best practices and entrepreneurial spirit," Andrzej Lipka, Predica CEO.
Predica is advised by William Blair & Co and White & Case. SoftwareONE is advised by Rothschild & Co and DLA Piper.
Equitix, a private equity firm, completed the acquisition of a 38.5% stake in AirTanker, a joint venture with Airbus, Babcock, and Thales, from Rolls-Royce, an automobile maker, and Babcock, an aerospace, defense and nuclear engineering services company for £315m ($435m).
"We are honored to power the Voyager fleet. Through our continued ownership position in AirTanker Services, the Royal Air Force can rely on us to support its mission-critical operations with our Trent 700 derivative engines. The sale of our shareholding in AirTanker Holdings is another important step towards achieving our Group target to generate at least £2bn ($2.8bn) from disposals, as announced last year, to help rebuild our Group balance sheet in support of our medium-term ambition to return to an investment-grade credit profile," Tom Bell, Rolls-Royce Defence President.
Equitix was advised by CMS. Babcock is advised by Linklaters. Rolls-Royce was advised by Jefferies & Company, Ashurst and Brunswick Group.
Körber, an international technology group, agreed to acquire the mail and parcel business of Siemens, a German multinational conglomerate corporation and the largest industrial manufacturing company in Europe. Financial terms were not disclosed.
"Siemens Logistics as a key player in the global courier, express, parcel and e-commerce market is very well positioned with its global customer base. With Siemens Logistics' mail and parcel business we broaden and complement our market offering as a globally leading partner to the supply chain and e-commerce industry – covering all relevant solutions such as hardware, software, digital and system integration. I am very excited about the combined opportunities of being a leading and trusted partner for the industry and our customers. One thing is certain: We are and will continue to be their technologically leading and reliable partner," Stephan Seifert, Körber Group CEO.
Körber is advised by Finsbury Glover Hering. Siemens is advised by Hengeler Mueller.
Warburg Pincus, a New York-based investment fund, agreed to acquire the pharma intelligence business of Informa, a British publishing, business intelligence, and exhibitions group, for $2.6bn.
"We are delighted to be the partner of choice for Informa and to have the opportunity to acquire Pharma Intelligence with its operating management team. Pharma Intelligence plays a critical role in supporting and maintaining the ecosystem that surrounds clinical trials, drug development and regulatory compliance, and we intend to invest and significantly grow the business and its product offerings. We are also pleased to be working again with Jay Nadler, who we worked with at MLM Information Services and Interactive Data Corp and he was previously CEO of Clarivate. He will also be joining the board of the newly separated company," Adarsh Sarma, Warburg Pincus Co-Head of Europe.
Informa is advised by Teneo.
Valeo, a French global automotive supplier, agreed to acquire the remaining 50% stake in Valeo Siemens eAutomotive, a vehicle component manufacturing joint venture, from Siemens, a German multinational conglomerate, for 317m.
"The electrification of automotive mobility is accelerating. And so is Valeo. This transaction and the integration of Valeo Siemens eAutomotive within our Powertrain Systems Business Group strengthen our position as a major player in electrification by creating a champion equipped with all the associated technologies. It also makes us more innovative, competitive and profitable as we play our part in decarbonizing mobility. I would like to thank Siemens for all the work that we have achieved together over the past few years, positioning Valeo Siemens eAutomotive as a champion of high-voltage electrification," Christophe Périllat, Valeo CEO.
HARMAN international, a company designing and engineering connected products and solutions for automakers, consumers, and enterprises worldwide, completed the acquisition of Apostera, a German automotive software developer. Financial terms were not disclosed.
"HARMAN is dedicated to delivering in-car experiences with the speed and flexibility of consumer technology together with the reliability and performance of automotive grade solutions. By seamlessly blending AR with the physical environment, Apostera’s mixed reality solution furthers this goal, transforming any display in the car into a richly contextual experience," Christian Sobottka, HARMAN President of Automotive Division.
EDF, a French multinational electric utility company, agreed to invest in the nuclear power activities of General Electric, an American multinational conglomerate. Financial terms were not disclosed.
"The climate emergency is reaffirming the role of nuclear energy. EDF is proud to contribute to the achievement of carbon neutrality by preserving this technology. This plan to acquire part of GE Steam Power's nuclear activities including the Arabelle turbine will enable EDF to strengthen its key technologies and skills for the nuclear fleet in operation and for new nuclear projects in France and worldwide," Jean-Bernard Lévy, EDF Chairman and CEO.
UniCredit plans to sell $2.3bn in impaired debts to Prelios.
Italian bank UniCredit plans to sell around $2.3bn in impaired debts to bad loan specialist Prelios after halting a process to hire a debt recovery firm for the portfolio, Reuters reported.
The deal will beef up assets managed by Prelios just as the group evaluates a possible IPO or a tie-up to allow its owner - US investment fund Davidson Kempner Capital Management - to cash out.
Vodafone rejected Iliad's offer for its Italian arm. (FS)
Vodafone Group rejected the offer from Iliad and Apax Partners for its Italian unit, after the telecoms group was leaning toward spurning the bid, Bloomberg reported.
Vodafone reportedly viewed the approach as too low. While Vodafone is keen to participate in any Italian consolidation, it believes the potential synergies that Iliad could extract from a combination would warrant a higher price.
Italy is going to approve ITA Airways sale to MSC.
Italy's government is set to approve the start of the process to sell ITA Airways -- the successor to Alitalia -- as soon as this week, following an approach by Mediterranean Shipping with support from Deutsche Lufthansa, Bloomberg reported.
The administration led by Mario Draghi will discuss the sale of the state-controlled company at a cabinet meeting scheduled for Friday and is taking a positive view on a deal with MSC.
BNP Paribas plans to sell its Eastern European assets.
BNP Paribas is considering a sale of its consumer finance business in central and eastern Europe as it continues to streamline its portfolio to raise cash, Bloomberg reported.
The French bank is working to gauge buyer interest for its BNP Paribas Personal Finance operations in markets including Romania, Hungary and the Czech Republic. A sale could value the assets at more than $500m.
Universal Music acquired Sting's song catalog.
Universal Music Group's publishing division bought English musician Sting's career catalog of songs in its latest music rights acquisition, Bloomberg reported.
Universal did not disclose the deal's value but said it marks "one of the most significant catalog acquisitions in music history." The company purchased Bob Dylan's entire song catalog in 2020 in a pact worth more than $300m.
ABB EV arm plans operations growth before IPO.
Pioneering technology company ABB's E-Mobility business wants to spend $750m on expanding its operations after its flotation later this year, Reuters reported.
The cash will be used to fund acquisitions and organic growth as E-Mobility, which makes fast chargers for electric vehicles, chases faster growth in 2022.
NI Capital is ready to start a new fixed-income fund. (FS)
Egyptian state-owned investment bank NI Capital will open subscription to a new fixed-income fund next week and will help sell stakes in as many as four state companies in IPOs by the end of 2022, Reuters reported.
"That will enable us to invest in longer-term maturities and longer-term fixed income paper and deliver a better yield than the yield generated on a money-market fund," Mohamed Metwally, NI Capital CEO.
APAC
Singapore Press Holdings, a media organization with businesses in print, digital, radio, and outdoor media in Singapore, decided to exercise its right to terminate bidder Keppel's offer and will allow SPH shareholders to vote on a rival $2.8bn offer from a Temasek-backed group.
Keppel made an offer in August to buy SPH's global portfolio of property assets, student accommodation and elderly care homes. But Cuscaden - a consortium of billionaire property tycoon Ong Beng Seng's Hotel Properties and two independently managed portfolio companies of Temasek - came up with a rival offer. The rare bidding war between two groups linked to Temasek then resulted in Cuscaden making a higher offer that was backed by SPH's independent directors in November, Reuters reported.
Temasek is advised by Morgan Stanley. SPH is advised by Credit Suisse and Klareco Communications.
Quarz Capital Management, a value-oriented and research-driven investment advisory firm, is opposing the $3.1bn merger between two Temasek-linked Singapore real estate investment trusts, saying the target firm was significantly undervalued.
Quartz is urging Mapletree North Asia Commercial Trust negotiate an improved offer from Mapletree Commercial Trust, according to a February 9 open letter reviewed by Reuters.
Mapletree North Asia Commercial Trust is advised by HSBC. Mapletree Commercial Trust is advised by DBS Bank and Citigate Dewe Rogerson.
Reuters reported that Australia's Origin Energy, an energy company, expects to take a non-cash impairment charge from the sale of its 10% stake in Australia Pacific LNG, the power and gas retailer said on February 10, 2022.
The charge was estimated in the range of $136m to $144m and would be taken in the first half of fiscal 2022. In October last year, Origin agreed to sell a 10% stake in the Australia Pacific LNG project for $1.6bn to investor EIG Partners, marking the world's first deal involving private equity in an operating integrated LNG project.
EIG is advised by Sard Verbinnen & Co.
Masan Group, an investment holding company that is involved in manufacturing and distributing food products and beverages, completed the acquisition of a 31% stake in Phuc Long, a Vietnamese coffee shop, for $110m.
"We have solidified our offline mini-mall concept and are ready to expand nationwide, but the next wave is to transform The CrownX into a consumer-tech platform. 2022 will be the year we digitalize our platform into an integrated system from manufacturing, logistics, distribution all the way up to 100m consumers," Nguyen Dang Quang, Masan Group Chairman.
ShareChat plans to acquire MX's short-video app.
The parent company of India's ShareChat will acquire local rival MX's short-video platform in an around $700m deal, as competition heats up in the sector where foreign investors have placed major bets, Reuters reported.
Indian short-video apps have become popular since New Delhi banned ByteDance's TikTok and some other Chinese apps in 2020 following an India-China border clash.
India considers a 5% stake sale in LIC IPO.
India is considering selling about 5% of the shares it holds in Life Insurance Corporation of India, a state insurer, as it prepares to file documents for the country's biggest IPO, Bloomberg reported.
The government plans to offer 316m shares of the 6.32m shares it owns in Life Insurance Corporation of India, and the company is unlikely to issue fresh stock. The draft prospectus is expected to be filed this week.
James Murdoch forms a fund backed by Qatar. (FS)
Lupa Systems founder and CEO James Murdoch and former Star India CEO Uday Shankar announced a new venture called Bodhi Tree that will get up to $1.5bn from the Qatar Investment Authority, which manages the country's sovereign wealth fund, DealStreetAsia reported.
Bodhi Tree will seek investments in media and consumer technology in Southeast Asia, with a focus on India. The Qatar Investment Fund has pledged the financial commitment to the venture.
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