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AMERICAS
Massachusetts Democratic Senator Elizabeth Warren and House lawmakers are urging the US Transportation Department to disregard thousands of public comments orchestrated by JetBlue Airways in support of its $7.6n merger with Spirit Airlines, Bloomberg reported.
In a letter written on June 21 to the Transportation Department, or DOT, Warren and lawmakers urged the department to "focus on genuine public input, not duplicative comments collected by a mendacious astroturf campaign."
Microsoft began its court fight with the Federal Trade Commission over the $69bn purchase of Activision Blizzard by saying that even an executive at rival Sony had acknowledged the deal wasn't "an exclusivity play" to hurt the PlayStation gaming console, Bloomberg reported.
The FTC wants to block the transaction while its legal challenge is pending, and the two sides are arguing the case at a five-day court hearing that began Thursday in San Francisco. Microsoft, maker of the Xbox console, is defending the blockbuster deal, which would catapult it to the No. 3 position in the global games market after Tencent and Sony.
Online publisher Vice Media will be sold to a consortium led by Fortress Investment Group after the bankruptcy court approved its $350m bid, Reuters reported.
The investor group, which includes Soros Fund Management and Monroe Capital, bumped up its offer to $350m for all of Vice's assets and some liabilities, from its initial bid of $225m. The offer is in the form of a credit bid.
VICE Media is advised by AlixPartners, LionTree Advisors, PJT Partners, Shearman & Sterling, Togut Segal & Segal and Joele Frank (led by Scott Bisang and Dan Moore). The consortium is advised by Houlihan Lokey and Gibson Dunn & Crutcher.
Pinstripes, an experiential dining and entertainment brand, agreed to go public via a SPAC merger with Banyan Acquisition, blank check company, in a $520m deal.
Upon the founding of Banyan Acquisition Corp., we declared our aim to identify an appealing business with promising growth opportunities that would benefit from our expertise and experience in the food service industry. We sought a company with a strong market position, competitive advantages, and a highly experienced management team that has a proven track record of maximizing value while upholding the utmost integrity. Today, we are delighted to announce that we are accomplishing this objective through our proposed merger with Pinstripes," Jerry Hyman, Banyan Chairman.
Pinstripes is advised by Piper Sandler, Katten Muchin Rosenman and ICR. Banyan is advised by BTIG, William Blair & Co and Kirkland & Ellis. Financial advisors are advised by DLA Piper.
Amazon's $1.7bn acquisition of robot vacuum cleaner maker iRobot faces a full-scale EU antitrust investigation, weeks after the US online retail giant won UK approval for the deal, Reuters reported.
The European Commission is scheduled to launch a four-month investigation following the end of its preliminary review of the deal on July 6. Amazon is unlikely to offer remedies during this initial phase. It has a final shot in the next few days at convincing the EU competition watchdog that the deal is pro-competitive, although the odds against it are high.
Talaris Therapeutics, a biotechnology company, agreed to merge with Tourmaline Bio, a late-stage clinical biotechnology company. Financial terms were not disclosed.
"The Talaris Board of Directors conducted a review of strategic alternatives to identify paths to provide value to our stockholders. We believe the transaction we are announcing today with Tourmaline, together with the expected cash dividend of up to approximately $65m, presents a compelling opportunity for our shareholders. TOUR006 is a promising clinical asset with near-term, value-creating milestone opportunities. We look forward to its future success," Mary Kay Fenton, Talaris Interim CEO.
Tourmaline Bio is advised by Cooley and Meru Advisors (led by Lee M. Stern). Talaris is advised by SVB Securities, Goodwin Procter and ICR (led by Chris Brinzey).
Broadtree Partners, a middle-market private equity firm, completed the acquisition of Joint Research and Development, a provider of test and evaluation services, total life-cycle acquisition support, medical and public health preparedness, and science and technology research and development. Financial terms were not disclosed.
"We're extremely excited to add JRAD to our GovCon platform – JRAD has a unique culture of customer and mission-focused performance and remarkably talented people supporting critical national security programs across the Federal Government. JRAD is a great step forward towards achieving our goal of building the next great middle-market support contractor," Tim Reardon, Broadtree Partners Operating Executive.
JRAD was advised by Evergreen Advisors and Pillsbury Winthrop Shaw Pittman. Broadtree was advised by NextFed, Holland & Knight and Aprio.
Tilray Brands, a pharmaceutical, cannabis-lifestyle and consumer packaged goods company, completed the acquisition of HEXO, a consumer packaged goods cannabis company, for $56m.
"Acquiring HEXO boosts Tilray's competitive positioning in the largest, federally legalized cannabis market in the world and, we believe, marks the next evolution of Canadian cannabis. Having already established ourselves as the clear leader in Canada through an unparalleled portfolio of consumer and medical brands, continuous product innovation, and the lowest-cost production as well as industry-leading extraction capabilities, this transaction affirms and builds on our enviable standing by bringing HEXO's leading cannabis brands into our state-of-the-art operations. Together, we expect to deliver revenue growth, margin contribution, and value creation for shareholders," Irwin D. Simon, Tilray Brands' Chairman and CEO.
HEXO was advised by Kaiser & Partners. Tilray Brands was advised by Canaccord Genuity (led by Dan Daviau), DLA Piper and ICR.
LINKBANCORP, a state-chartered bank, and Partners Bancorp, a financial services company, announced that LINK and Partners shareholders approved the $168m merger of Partners into LINK.
"We are grateful for the strong support of our shareholders, affirming the strategic significance of combining LINK and Partners in a transformational partnership to create a leading Mid-Atlantic community banking franchise. Together we will build on our shared heritage in community banking while providing greater strength, size, and stability to serve local communities, and to generate greater profitability and returns for our shareholders," Andrew S. Samuel, LINKBANCORP CEO and Vice Chairman.
Partners Bancorp is advised by Piper Sandler and Troutman Pepper. LINKBANCORP is advised by Stephens and Luse Gorman.
Comvest-backed GAI Consultants, a preeminent planning, engineering, and environmental consulting firm, completed the acquisition of Eland Engineering, a provider of engineering consulting and field maintenance services for intelligent transportation systems and traffic signal systems. Financial terms were not disclosed.
"We are excited to welcome Bo and the entire Eland team to GAI. With veteran leadership, a terrific team, and complementary expertise in cutting-edge ITS solutions, Eland is an excellent fit for GAI. As GAI advances our nationwide presence and impact, we will continue to identify and invest in people and capabilities that are difference-makers for our clients," Gary DeJidas, GAI Chairman and CEO.
Eland was advised by Cross Keys Capital and Silverman Schermer. GAI was advised by Stifel and Akerman.
Kelso & Company, a private equity firm, completed the acquisition of a minority stake in Valenz Health, an insurance brokerage firm, from Great Point Partners, a private equity firm. Financial terms were not disclosed.
“We selected Great Point Partners as our partner because of the firm’s expertise in the payment integrity field, track record of investment success with founder owned businesses and deep commitment to both advancing and improving the health care industry,” Josh Carder, Valenz Health Founder and Chairman.
Valenz Health was advised by Harris Williams & Co and Debevoise & Plimpton (led by Michael Diz and Spencer Gilbert). Great Point Partners was advised by TripleTree and Prosek Partners.
Bernhard Capital, an infrastructure and services-focused private equity management firm, agreed to acquire Optimum Energy, a HVAC optimization software solutions provider. Financial terms were not disclosed.
"Optimum's innovative optimization software, powerful cloud-based analytics, and expert engineering services creates an unparalleled offering in today's market that provides customers with powerful and effective solutions to save money and improve sustainability. Leveraging our experience and extensive track record, we aim to expand upon Optimum's current capabilities and solidify them as the global leader in the industry. We look forward to working closely with Optimum's talented team to support new and existing customers around the world and position the Company for long term success," Jonathan deLaureal, Bernhard Capital Managing Director.
Optimum Energy is advised by Cascadia Capital. Bernhard Capital is advised by Joele Frank (led by Ed Trissel).
Carrix, a marine terminal operator, agreed to acquire Ceres Terminals, a stevedore and port terminal operator, from Macquarie Infrastructure, an infrastructure asset manager. Financial terms were not disclosed.
"We are excited to expand SSA Marine's footprint further into the rapidly growing Atlantic and Gulf Coast regions of the United States. Ceres has built an attractive portfolio of container, cruise, and general cargo operations and customer relationships which will enable us to serve our combined customers in more locations with more services," Uffe Ostergaard, Carrix President and CEO.
Imperial Brands, a tobacco company, completed the acquisition of the nicotine pouches business of TJP Labs, a manufacturer of nicotine products. Financial terms were not disclosed.
“This is an opportunity to expand our next generation product offerings in the U.S. and to be able to offer our legal adult consumers a wider range of product options. We look forward to a long and successful partnership with TJP Labs," Kim Reed, ITG Brands President and CEO.
Imperial Brands is advised by Morgan Stanley.
The Vistria Group, a private equity firm, agreed to acquire US Retirement & Benefits Partners, a financial services and retirement services provider, from Kohlberg & Company, a private equity firm. Financial terms were not disclosed.
"Combining the knowledge and track record of Kohlberg with The Vistria Group's strong relationships in the K-12 segment, we can leverage these connections to maximize impact in better-serving school districts and government entities. Our partnership with The Vistria Group brings substantial value to USRBP's growth strategy across the public, non-profit and private sectors," Megan Schneider, USRBP CEO.
USRBP is advised by Raymond James.
SpaceX tender offer values company at $150bn.
Elon Musk’s SpaceX is offering to sell insider shares at a price that would raise the closely held company’s valuation to about $150bn.
The company - the first private company to send astronauts into orbit, among many other firsts - is initially seeking a $750m tender offer, Bloomberg reported.
IBM nears a $5bn deal for Apptio. (FS)
IBM is nearing a deal to acquire software company Apptio for about $5bn.
Apptio, owned by private-equity firm Vista Equity Partners, provides tools to help companies keep track of the software and services they use and better manage costs. The business has counted financial giants Allstate and Bank of America among its clients.
The Apptio transaction would represent a bright spot in deal making at a time when regulators in Washington have taken a tougher stance on mergers and acquisitions, particularly in the technology sector, chilling activity that has already been dented by rising interest rates and economic uncertainty.
Nasdaq to sell debt worth $5bn to fund Adenza deal. (FS)
Nasdaq said it aims to sell debt worth $5bn to fund its purchase of Thoma Bravo-owned software company Adenza. Nasdaq is looking to sell senior notes worth $4.25bn and $821m.
The New York-based company said it has received fully committed bridge financing for the cash part of the transaction, and plans to issue about $5.9bn of debt between the signing and the closing of the deal, Reuters reported.
QIA is in advanced talks to acquire Washington’s NBA, NHL and WNBA teams. (FS)
Qatar’s sovereign wealth fund QIA, is buying a roughly 5% stake in the parent company of the NBA’s Washington Wizards, NHL’s Washington Capitals and WNBA’s Washington Mystics as part of a $4.05bn deal.
“The NBA Board is currently reviewing a potential investment by QIA in Monumental Sports & Entertainment, the parent company of the Washington Wizards, among other sports properties. In accordance with the policy, if approved, QIA would have a passive, minority investment in the team, with no involvement in its operations or decision-making," Mike Bass, NBA spokesperson.
Ontario Fund nears deal to invest in Toronto's NBA, NHL deal. (FS)
Ontario Municipal Employees Retirement System is nearing a deal to buy 20% of a holding company that owns a stake in Toronto’s professional hockey and basketball teams.
The Ontario pension fund plans to acquire a minority interest in a private holding company of Canadian businessman Larry Tanenbaum. That firm owns 25% of Maple Leaf Sports & Entertainment, which holds the Toronto Maple Leafs, Toronto Raptors and other assets.
The deal implies a value of about $8bn for Maple Leaf Sports. The Raptors, which won the National Basketball Association championship in 2019, are worth about $3.1bn. The investment from Omers isn’t a direct investment in MLSE, which has the potential to trigger issues with the sports firm’s other shareholders, Rogers Communications and BCE. Those two companies each own 37.5% and have a right of first refusal on any equity sale, Bloomberg reported.
Goldman Sachs faces big writedown on GreenSky deal. (FS)
Goldman Sachs is likely to take a large writedown for its 2021 acquisition of fintech lender GreenSky after seeking to unload the business.
Under CEO David Solomon, Goldman bought Atlanta-based GreenSky for $2.24bn to help accelerate its push into consumer finance. But just 18 months after the bank’s September 2021 release announcing the deal, Solomon said he was selling the business after mounting losses and dysfunction in Goldman’s consumer division forced a strategic shift.
KKR, Apollo Global Management, Sixth Street Partners, Warburg Pincus and Synchrony Bank were among the asset managers and lenders involved in the first round of bids, which began in early June.
Bids for the installment loan business are coming in well below what Goldman had hoped for. The bank is continuing negotiations with a smaller group of bidders this week with the hope of ratcheting up the ultimate price, CNBC reported.
Goldman Sachs is cutting about 125 Managing Directors globally. (People)
Goldman Sachs has started cutting managing directors across the globe as the firm reduces its headcount amid a deals slump. About 125 managing directors, including some in investment banking, will lose their jobs.
The moves are part of a deep cost-savings drive at the bank, which has seen at least three rounds of job cuts in less than a year. Goldman Sachs and other banks that ramped up hiring in 2020 and 2021 amid a surge in M&A and initial public offerings are grappling with falling fees as dealmaking sputters, Bloomberg reported.
EMEA
Eni, an Italian multinational energy company, agreed to acquire Neptune Energy, an independent exploration and production company, for $2.6bn.
' This transaction delivers to Eni a high-quality and low carbon intensity portfolio with exceptional strategic and operational complementarity. Eni sees gas as a critical bridge energy source in the global energy transition and is focused on increasing the share of its natural gas production to 60% by 2030. Neptune will contribute predominantly gas resources to Eni's portfolio," Claudio Descalzi, Eni CEO.
Neptune Energy is advised by Goldman Sachs, Rothschild & Co, BAHR and Freshfields Bruckhaus Deringer. Eni is advised by Ernst & Young, HSBC and White & Case.
Convenience store company Alimentation Couche-Tard announced that multi-energy company TotalEnergies has accepted the offer to acquire certain European retail assets from TotalEnergies for €3.1bn ($3.4bn).
Following completion of the information and consultation process involving TotalEnergies employee representative bodies at European level in Belgium, the Netherlands and Luxembourg, TotalEnergies has accepted the offer and will now enter into definitive agreements to effect the transaction. This transaction remains subject to the approval of relevant European regulatory authorities and closing continues on track to occur before the end of calendar year 2023.
Alimentation is advised by Cleary Gottlieb Steen & Hamilton (led by Pierre-Yves Chabert) and De Brauw Blackstone Westbroek (led by Reinier Kleipool). Debt financing is provided by National Bank Financial, RBC Capital Markets and Scotiabank. TotalEnergies is advised by Clifford Chance (led by Marianne Pezant).
Hong Kong’s CK Asset Holdings has received shareholder approval for its bid to take over Civitas Social Housing, a government-funded UK social housing company.
The flagship property developer of billionaire Li Ka-shing and his family said 64% of the shareholders of Civitas Social Housing had approved its offer to buy the company for about $619m.
“We are delighted to have received shareholder acceptance of over 64 per cent of Civitas Social Housing’s issued shares. Encouraged by this result, we have decided to waive down the 75% shareholding condition for the transaction to a level of more than 50%. We will keep the offer open for a while longer and in the meantime, proceed to finalise the administration procedures for the financial closing," Li Ka-shing.
Var Energi, a Norwegian oil and gas company, agreed to acquire the Norwegian oil and gas assets of Neptune Energy, an oil and gas company, for $2.27bn.
“Neptune Norway is a perfect fit. It will add production of high-value barrels and an asset portfolio supporting long-term sustained value creation and underpin our plan to increase production by more than 50% by end-2025, while significantly reducing unit production cost. The acquisition will strengthen our position in core areas, support continuous asset optimisation and increase operatorships, while providing attractive early phase projects and exploration opportunities. We will also bring together two strong teams to realise our full potential,” Torger Rod, Var Energi CEO.
Var Energi is advised by Deloitte, JP Morgan, SpareBank 1 Markets, Schjodt and Capient.
Bonaccord Capital Partners, a private equity firm, completed an investment in Synova, a private equity firm. Financial terms were not disclosed.
"We are delighted to welcome Bonaccord as a long-term strategic investment partner. Bonaccord’s experience and track record of supporting leading private equity firms will be invaluable as we look to grow our business over the coming years," David Menton, Synova Managing Partner.
Synova was advised by Houlihan Lokey and Kirkland & Ellis. Bonaccord Capital was advised by Fried Frank Harris Shriver & Jacobson.
BlueCo, the owners of Chelsea, agreed to acquire a minority stake in Strasbourg, a French football club, in a €75m ($82bn) deal.
“It is an honor for us to be part of this historic club. We are committed to preserving the legacy of Racing and to working closely with Marc and his management team to continue the excellent work they have done. This strategic investment would strengthen our presence in European football, alongside our stake in Chelsea. We believe it would create tremendous opportunities for sharing knowledge and expertise," BlueCo.
BlueCo is advised by Centerview Partners.
Abcam receives a $5bn takeover approach.
Abcam, a supplier of life science research tools, has received strategic inquiries from multiple parties over recent weeks, likely due to the publicity around its upcoming shareholder meeting.
Abcam has attracted interest from suitors including some of the largest US suppliers of life-sciences tools and is in discussions on a potential sale, valuing the company at $5bn.
Abcam is advised by Lazard, Morgan Stanley and Latham & Watkins.
Carlsberg signs agreement to sell business in Russia.
Carlsberg, the Danish owner of Russia's biggest brewery, signed an agreement to sell its operations in the country to an undisclosed buyer, more than a year after deciding to exit, Bloomberg reported.
The deal is subject to regulatory approval and fulfillment of certain conditions in a number of jurisdictions, making the timing of completion uncertain. It didn't provide a value for the transaction.
Shift agrees to buy Tuffnells brand.
Shift, which was founded by Jacob Corlett, has struck a deal with administrators at Interpath Advisory to buy Tuffnells' brand and intellectual property assets, SkyNews reported.
Along with a number of other parties, Shift remains in talks with Interpath about snapping up the leases to some or all of Tuffnells' 33 delivery depots around the country.
GIP in talks to sell Italo to MSC. (FS)
Global Infrastructure Partner, a private equity firm, has entered into exclusive discussions with MSC Mediterranean Shipping over the sale of Italian high-speed train operator Italo.
Discussions over the deal ongoing and there is no certainty that the sale will proceed, Bloomberg reported.
Buyout Firms abandoned Siemens Energy stake talks before plunge. (FS)
Several private equity firms dropped talks to buy a Siemens Energy stake in recent months over concerns about its unpredictable business nature.
Blackstone, KKR and Clayton Dubilier & Rice each held discussions to acquire a major chunk of Siemens’s 32% stake in its listed energy arm.
After conducting due diligence, the potential investors decided to end the negotiations due to worries about business risks around Siemens Energy projects. They’re unlikely to revive their interest in the near term, Bloomberg reported.
Thyssenkrupp Nucera targets valuation of at least $3.3bn.
Thyssenkrupp Nucera is expected to be valued at more than $3.3bn in its planned initial public offering, with a listing pencilled in for early July. If markets remain stable, shares of Thyssenkrupp Nucera, a 66:34 joint venture between Thyssenkrupp and Italy's De Nora, could start trading on the Frankfurt stock exchange in the first week of July.
Thyssenkrupp seeks to quickly seal the listing for the hydrogen business, which could become Europe's largest IPO this year. The valuation remains a moving target and could still change in the run up to the listing, Reuters reported.
Romanian financial regulator approves power producer Hidroelectrica's $2.4bn IPO. (FS)
Romania's financial regulator ASF said it has approved the prospectus for the share sale of up to 17.34% of state-owned hydro power producer Hidroelectrica, which will run from June 23 until July 4 on the Bucharest Stock Exchange. Hidroelectrica’s IPO will target institutional and individual investors in Romania as well as foreign institutional investors.
The initial public offering, which is likely to be one of Europe's largest so far this year, consists of existing shares held by Fondul Proprietatea, a fund managed by US asset manager Franklin Templeton. Fondul is the sole minority shareholder in the state company, with a 20% stake it values at $2.4bn. The initial public offering will carry a price range of $20.77 to $24.74 per share, which would give the company a valuation of $$9.34bn to $11.13bn.
Citigroup, Erste Group, Jefferies, Morgan Stanley, BCR, Barclays, Bank of America, UBS, UniCredit, Wood & Company, Auerbach Grayson, Societe Generale, BT Capital Partners and Swiss Capital are advising the IPO.
APAC
IFC to invest up to $500m in Indonesia's Bank BTPN through social, green bond issuance.
International Finance Corporation, a member of the World Bank Group, has signed an agreement to invest up to $500m in Bank BTPN through a social bond and green bond issuance to help the latter support Indonesia’s small businesses. A minimum of $400m will be invested equally in the social and green bonds, while another $100m will be allocated to either, around half of the social bond proceeds are earmarked for women-owned micro, small, and medium, enterprises.
By investing through thematic bonds, which remains uncommon in Indonesia, IFC seeks to deepen the archipelago’s capital market while supporting women-led businesses and actions on climate change, DealStreetAsia reported.
“IFC’s proposed investment in Bank BTPN’s social and green bond issuance proves our commitment to supporting the achievement of sustainable development goals through environmental and social loans. This will help us in realising our vision to bring significant changes in the lives of millions,” Henoch Munandar, Bank BTPN President.
PwC Australia exploring sale of govt consulting business. (FS)
PricewaterhouseCoopers Australia is in talks to sell its government, education and healthcare business, as the firm battles a scandal over its misuse of confidential government tax plans.
A term sheet for a potential deal with private equity firm Allegro Funds has been prepared. The deal could include roughly 100 partners and 1k staff, or 10% of the "big four" professional services firm, Reuters reported.
SBI Holdings raises stake in Shinsei Bank after tender offer.
Japanese online financial conglomerate SBI Holdings said it has raised its stake in SBI Shinsei Bank to 53.74% by just 3.7% through a tender offer as a step toward taking the midsize lender private.
The completion of the tender offer on Friday helps prepare for the expected delisting of Shinsei, allowing more flexibility in returning $2.43bn in public funds its predecessor bank received two decades ago in a bailout from the government, which still owns a 22.98% stake.
SBI aims to become Japan's fourth-largest banking group. It already owns the country's largest online brokerage, an online bank and an asset manager and has been taking shares in smaller lenders to create a nationwide network, Reuters reported.
GLP Capital Partners raises $106m for logistics real estate-focused Japan Income Fund. (FS)
GLP Capital Partners, an asset management arm of the eponymous logistics real estate giant, has raised $106m for its private open-ended logistics real estate core fund, the Japan Income Fund.
The fund claims to be the largest of its kind in Japan with over 60 domestic and international investors, including pension funds, sovereign wealth funds, insurance companies, and other institutional asset managers, DealStreetAsia reported.
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