AMERICAS
Fidelity National Financial, a provider of title insurance and closing and settlement services, agreed to acquire FGL Holdings, a provider of fixed indexed annuities and life insurance, for $12.50 per share, representing an equity value of c. $2.7bn and an additional $550m of debt.
The transaction is expected to close in the second or third quarter of 2020, subject to the satisfaction of customary closing conditions, including the receipt of regulatory clearances and approval by F&G shareholders.
"We are pleased to join forces with FNF, a world-class company we know well and respect. This agreement, which offers immediate value to F&G shareholders and compelling benefits to our stakeholders, will provide a meaningful platform for our business as we continue to build the F&G of the future. We are excited to enter into the next phase of growth with FNF and are confident that by combining our complementary businesses, we will be better positioned to carry out our mission of helping customers turn their aspirations into reality," Chris Blunt, FGL Holdings President, and CEO.
Fidelity National Financial is advised by Bank of America Merrill Lynch, Trasimene Capital, Weil Gotshal and Manges, Cravath Swaine & Moore and Willkie Farr & Gallagher. FGL is advised by Credit Suisse, Houlihan Lokey, Kirkland & Ellis, Skadden Arps Slate Meagher & Flom, and Joele Frank.
Private equity firm One Rock Capital Partners completed the acquisition of Innophos, an international producer of essential ingredients, for $932m. Under the terms of the transaction, the company's stockholders received $32 in cash for each share of Innophos common stock they held.
"The closing of this transaction represents an exciting new chapter for Innophos, its employees, and customers that furthers its ability to improve quality of life through purpose-built ingredients. As a private company, Innophos is expected to have greater flexibility to drive continued growth in its attractive end markets and strengthen its existing operations. I am thrilled to lead Innophos at this important point in its evolution and look forward to leveraging the substantial resources and expertise of One Rock to deliver unparalleled value to our customers," Richard Hooper, Innophos Chief Executive Officer.
Innophos was advised by Lazard, Baker Botts, Simpson Thacher & Bartlett, Gasthalter, and Sharon Merrill Associates. One Rock Capital Partners was advised by RBC Capital Markets and Latham & Watkins.
Harsco, a provider of industrial services and engineered products, agreed to acquire Stericycle’s Environmental Solutions Business, an established hazardous waste transportation and processing solutions provider, for $462m. The transaction is expected to close by the end of the first quarter, subject to customary closing conditions, including regulatory approval.
“The addition of ESOL to the Clean Earth hazardous waste platform is a unique opportunity to bring together two highly complementary, market-leading waste management portfolios. The leadership team at Clean Earth is very familiar with the ESOL business, and we see a significant opportunity to optimize these combined businesses and unlock the additional value creation potential of the ESOL assets. We look forward to welcoming the ESOL team to Harsco and realizing the benefits of this highly strategic and accretive transaction,” Nick Grasberger, Harsco Chairman and CEO.
Harsco is advised by Goldman Sachs, Sullivan & Cromwell, Fried Frank Harris Shriver & Jacobson, and Simpson Thacher & Bartlett. Stericycle is advised by Bank of America Merrill Lynch, Stifel, and Latham & Watkins.
Private equity firm AE Industrial Partners completed the acquisition of American Pacific, a specialty chemical manufacturer. Financial terms were not disclosed.
"AEI is excited to partner with American Pacific and to continue to invest in and support its important national security and space missions. Given its market-leading position and culture of safety and quality, American Pacific epitomizes exactly the type of company we target in a partner," Kirk Konert, AEI Partner.
American Pacific was advised by Houlihan Lokey and Bryan Cave Leighton Paisner. AEI was advised by Kirkland & Ellis, PwC, and Lambert & Co.
Hydro-Québec, an electricity generation company, is set to acquire a 20% stake in Innergex Renewable Energy, a renewable power producer, for $497m.
“This strategic alliance will be a key driver of growth for Innergex and we are extremely proud to announce this long-term partnership. Hydro-Québec and Innergex share common goals and values as well as an appetite to grow in the global renewable energy sector. We are convinced that this partnership will drive both corporations to reach new heights in our fight against climate change,” Michel Letellier, Innergex President and CEO.
Innergex is advised by National Bank Financial and McCarthy Tetrault. Hydro-Québec is advised by RBC Capital Markets and Norton Rose Fulbright.
Green Street Advisors, a provider of research, advisory and analytics to the commercial real estate industry, agreed to acquire four publications for the commercial real estate and financial markets, which consists of Real Estate Alert, Commercial Mortgage Alert, Hedge Fund Alert and Asset-Backed Alert, from Harrison Scott Publications, a media publishing company. Financial terms were not disclosed.
The transaction is expected to close in the next 30 days.
"We are very excited about this acquisition, the first in Green Street's history. These highly-regarded publications have long provided real estate, finance, and investment professionals with unique content, objective news, and actionable information and insights. We look forward to welcoming their talented team to Green Street and including their rich content on our cloud-based platform," Jeffry Stuek, Green Street's CEO.
Green Street Advisors is advised by Kirkland & Ellis. Harrison Scott Publications is advised by CG Petsky Prunier and Levy Holm Pellegrino & Drath.
Investcorp, a private equity firm, agreed to acquire Fortune International, a premium seafood and gourmet food distributor, for $105m.
“Fortune has established itself as a clear leader in its regional market with the quality of its products and the high touch service, which it provides to customers. The company has developed a robust global supply chain to meet steady demand for fresh seafood in the Midwest, and we look forward to supporting Fortune’s continued success by working with Investcorp on this transaction,” Randy Schwimmer, Churchill Senior Managing Director and Head of Origination and Capital Markets.
Fortune International is advised by Houlihan Lokey. Debt financing is provided by Churchill Asset Management and SMBC Nikko Securities.
General Atlantic, a global growth equity firm, completed a minority investment into Creative Planning, an independent wealth management firm. Financial terms were not disclosed.
"We are excited to partner with an investor who shares our vision and is committed to continuing on the Creative Planning path, which is to focus on a long-term plan to emerge as the leader in the industry. Our partnership with General Atlantic represents an exciting continuation of our momentum on our path," Peter Mallouk, Creative Planning Chief Executive Officer.
Creative Planning was advised by Kirkland & Ellis. General Atlantic was advised by Ardea Partners and Paul Weiss Rifkind Wharton & Garrison.
Advent International, a private equity firm, agreed to acquire Zingfit, a US-based software company powering boutique fitness brands, and Triib, a US-based software company powering fitness professionals and gyms. Financial terms were not disclosed.
“Both acquisitions present an attractive growth opportunity for TSG as we continue to build upon our presence within the boutique fitness space. Zingfit's large and exciting customer base and well-established technology makes it a superb addition. Coupling this with Triib’s focus on independent, personal training and community-focused gyms furthers our ability to operate holistically across the boutique fitness sector and create scale in the ecosystem,” Douglas Hallstrom, Advent International Assistant Director.
Advent International is advised by Finsbury.
Private equity firm Silver Lake is set to invest in Equinox Fitness, an operator of fitness clubs and spas. Financial terms were not disclosed.
The funds will be used to build Equinox’s digital platform and add as many as 50 locations annually.
“As we accelerate our expansion while delivering a first-of-its-kind online/offline experience for our growing global community, Silver Lake is providing valuable expertise as well as capital to fuel this next stage of growth,” Harvey Spevak, Equinox CEO.
Dev IQ, a cloud-native software engineering and consulting firm, agreed to acquire Notion One, a custom software firm. Financial terms were not disclosed.
“We’re excited to add the Notion One team and customer base to Dev IQ. Software development is becoming more complex, there are more technology choices than ever, and the rate of change is accelerating. This acquisition strengthens our Microsoft and Azure cloud expertise and addresses a growing demand we see from our clients,” Shawn Davison, Dev IQ Chief Executive Officer.
White House dismisses the idea of the US buying Nokia and Ericsson to challenge Huawei.
US Vice President Mike Pence and the top White House economic adviser rejected an odd suggestion from US Attorney General William Barr that the United States considers taking control of two major foreign rivals of China-based Huawei Technologies, Reuters reported.
"US government is not in the business of buying companies, whether they’re domestic or foreign," Larry Kudlow, White House economic adviser.
Airbus is likely to acquire Bombardier's stake in the A220 passenger jet program.
Europe's Airbus is likely to acquire Canadian plane and train maker Bombardier's remaining stake in the A220 passenger jet program, Reuters reported.
A deal for Airbus to acquire the 33.58% share in the program was widely expected after Bombardier said it was reviewing the stake in the joint venture. Barring surprises, a deal is expected this week ahead of both companies’ earnings reports on February 13.
Mitsubishi Materials to acquire a 30% stake in Mantoverde copper mine from Mantos for $263m. (FS)
Mitsubishi Materials, a manufacturer of diversified products, is set to acquire a 30% stake in Mantoverde, a copper mine in northern Chile, from the mining company Mantos Copper for $236m.
The mine, which has 2.1m tonnes of copper reserves, is owned by a consortium led by British investment company Audley Capital Advisors and Orion Mine Finance Group, which control Mantos Copper.
“This transaction is a step forward in Mantos Copper’s strategy to expand and extend the life of our high-quality copper assets, while lowering its position in the cost curve,” John MacKenzie, Mantos, Chairman of the board.
Mitsubishi is advised by RBC Capital markets.
ViacomCBS weighs options for CNET as buyers show interest.
ViacomCBS is weighing options for CNET after receiving takeover interest in the product review site, Bloomberg reported.
Several potential suitors contacted ViacomCBS about the unit after Chief Executive Officer Bob Bakish said he is looking to offload non-core assets following a merger with CBS last year. Bakish continues to assess options for some businesses and has not decided on the divestment of CNET.
Cohen unlikely to buy Mets baseball team. (FS)
Steve Cohen's hopes of controlling the New York Mets collapsed after Major League Baseball's commissioner stated that the hedge fund manager was unlikely to strike a successful deal, FT reported.
The investor, whose former firm SAC Capital pleaded guilty to insider trading charges in 2013, had recently been in talks with the owners of the Mets to buy up to 80% of the baseball team, valuing it at about $2.6bn.
Match approaches Meet with a takeover offer.
Tinder-owner Match Group approached rival Meet Group with a takeover offer. The potential transaction comes as dating app providers face pressure to do deals as Facebook expands in the fast-growing space, Bloomberg reported.
No final decision has been made and Match Group could opt not to proceed with a deal.
Carrefour considers acquisition of Makro retail chain in Brazil.
The Brazilian unit of France's Carrefour is in talks to acquire retail chain Makro, controlled by Netherlands’ SHV Holdings, Reuters reported.
The deal could be worth around $1.2bn and could be announced this week.
Unit CEO of Royal Caribbean unit divests a third of his stake in cruise operator.
The head of a unit of Royal Caribbean Cruises sold nearly a third of his stake in the cruise operator, Reuters reported.
Azamara Club Cruises CEO Lawrence Pimentel sold 16k shares at $120 per share on February 6.
BlackRock cuts stake in Peabody Energy. (FS)
BlackRock reportedly held about 4.87m shares in Peabody Energy as of December 31, a 5% stake. That's down 14% from the end of January 2019, making it the miner's sixth-largest holder, WSJ reported.
BlackRock announced last month that it would put climate change at the heart of its strategy, a plan that includes exiting both debt and equity investments in thermal coal companies in its $1.8tn active portfolios.
Warner Music files for an IPO.
Warner Music Group filed for an IPO, making it the latest high-profile company opting for a public listing in 2020.
The recording label, which is home to artists including Cardi B, Ed Sheeran, and Bruno Mars, set a place-holder amount of up to $100m and did not specify the size of its offer.
Goldman Sachs plans to raise $8bn for a new buyout fund. (FS)
Goldman Sachs Group intends to raise $8bn in only its second buyout fund since the 2008 financial crisis, bolstering its ability to secure deals worldwide, DealStreetAsia reported.
Undeterred by a coronavirus epidemic in China that has cast a shadow over the global economy, the company will kick off the fundraising next week via its private equity arm West Street Capital Partners.
First Eagle raises $782m for its latest fund. (FS)
First Eagle Investment Management's alternative credit unit closed its fourth fund that provides loans to middle-market companies, extending its bet on the booming asset class, Bloomberg reported.
The vehicle, THL Credit Direct Lending Fund IV, has $782m of available investment capacity, including leverage, The fund will focus on providing senior secured loans to mostly private equity-backed companies with $10m to $40m in EBITDA. First Eagle considers those companies the core part of the middle market.
EMEA
Sirius Minerals, a fertilizer company, urged its shareholders to back the $677m rescue bid from Anglo American, a global mining company. Sirius chairman Russell Scrimshaw said supporting a sale to Anglo was the best way of “realizing” some value for investors as well as safeguarding the project - the largest mining project in the UK for a generation - for the benefit of the North Yorkshire region, FT reported.
“We continue to face a stark choice that in the event of this transaction being unsuccessful it is likely that the business will need to be placed into administration, which would result in shareholders potentially losing all of their investment,” Russell Scrimshaw, Sirius Chairman.
Sirius Minerals is advised by JP Morgan, Allen & Overy, and Edelman. Anglo American is advised by Bank of America Merrill Lynch, Centerview Partners, and Linklaters.
UNIQA, an insurance group, is set to acquire the Central and Eastern European business of AXA, an insurance brokerage firm, for €1bn ($1.1bn).
Under the terms of the agreement, AXA will sell 100% of its Life & Savings, Property & Casualty, and Pension businesses in Poland, Czech Republic, and Slovakia. The acquisition results in 5m new customers and €800m ($877m) in additional premiums. Completion of the transaction is subject to customary closing conditions, including the receipt of regulatory approvals, and is expected to be finalized by Q4 2020.
"This transaction marks another step in the simplification of AXA's footprint. We are convinced that AXA's operations in Central and Eastern Europe will benefit from UNIQA's strong presence and local expertise in the region to create new growth opportunities with a continued focus on delivering enhanced customer value propositions. I would like to thank the management teams and all the employees of our Polish, Czech and Slovakian operations, for their continuous engagement over the years and wish them all the success for the future," Thomas Buberl, AXA CEO.
UNIQA is advised by HSBC.
German real-estate company ADO Properties' plans to create one of the country’s biggest residential landlords is facing resistance from lenders to its parent company who say the deal breaches bond terms, Bloomberg reported.
Bondholders to ADO’s Israel-based top shareholder ADO Group will demand repayment of about $300m of shekel-denominated debt if the firm presses ahead with its purchase of Adler Real Estate Group and a stake in Consus Real Estate.
Consus is advised by Hogan Lovells.
Royal Caribbean Cruises, a cruise holding company, is set to acquire a 50% stake in Hapag-Lloyd Cruises, a provider of ships, yachts and travel services, from TUI, a travel and tourism company, at a $1.3bn valuation.
The closing of the transaction is expected for this summer. Under the joint venture profit-sharing agreement, TUI will report 50% of Hapag-Lloyd Cruises’ earnings. With the sale, TUI and Royal Caribbean Cruises have agreed to further expand their partnership by using the proven joint venture structure of TUI Cruises also for the luxury and expedition cruise segment.
"TUI and Royal Caribbean Cruises have developed the joint venture company on the basis of a strong partnership over the past ten years. The expansion decision is the next big step of growth for us - from a strategic and a commercial perspective,” Fritz Joussen, TUI CEO.
AxiCorp, a forex and CFD trading provider, is set to acquire Star Financial Systems, a trading technology company. Financial terms were not disclosed.
“I’m delighted Axi liked our approach and wanted to invest in it. Given AxiCorp’s focus on continued growth and expansion, our expertise providing stable trading infrastructure in the multi-asset arena is a natural fit. We’ve now got the opportunity to bring our integrated service to thousands of more clients around the world,” Daniel Moczulski, Star Financial CEO.
Sovcombank, a provider of banking services, completed the acquisition of Liberty Insurance, a provider of motor insurance, from Liberty Mutual Group, an American diversified global insurer. Financial terms were not disclosed.
"Sovcombank's insurance arm will proceed as an independent, standalone legal entity. In all tenders held by the bank, the company will be on an equal footing with other bidders. We believe that the relations between the insurer and the bank should be guided solely by the arm's length principle," Dmitry Gusev, Sovcombank Chairman of the Management Board.
EN+ to acquire 21.4% of its shares from VTB for $1.6bn.
EN+ Group, an aluminum and power producer, is in advanced talks to buy back 21.4% of its shares from state bank VTB for $1.6bn, as it seeks to simplify its ownership structure to focus on development after the US lifted sanctions.
EN+ plans to raise up to $1.8bn from Sberbank for the deal, which is expected to close on or around February 12.
“The shares acquired secure future optionality to pursue our strategy to create a global, integrated low-carbon aluminum producer and the opportunity over the longer term to expand our institutional shareholder base,” Gregory Barker, EN+ Chairman.
ArcelorMittal and the Italian government postpones Ilva court hearing.
Luxembourg-based steelmaker ArcelorMittal and the Italian government postponed the court hearings over the possible acquisition of steel plant Ilva Steelworks. The Italian government had filed a bid to stop ArcelorMittal’s withdrawal from the plant.
A court hearing scheduled for Friday has now been postponed until March 6, providing extra time for an agreement to be reached.
"The new industrial plan would contemplate investments in green technology, including through a new company funded by public and private investors," ArcelorMittal.
Enel does not plan to divest Open Fiber stake.
Italy’s Enel has no plans to divest its 50% stake in Open Fiber, an Italian fiber-optic group, Reuters reported. Telecom Italia is exploring to merge its fiber-optic assets with Open Fiber, but its efforts to bring in investment funds to help the telecom group acquire Enel’s stake in Open Fiber have stalled.
"We don’t feel under pressure to sell. We’re delighted with our stake in Open Fiber and are also planning to invest in fiber optic networks in other countries now, above all, in South America," Francesco Starace, Enel CEO.
Dr. Sulaiman Al Habib Medical Group seeks to raise $700m in an IPO.
Dr. Sulaiman Al Habib Medical Group is seeking to raise as much as $700m from an IPO that starts next week. The private health-care operator, one of the largest in Saudi Arabia, will price the shares at $11.5 to $13.3 a share. Based on that price range, and a planned sale of 15% of the company, the business will be valued at $4bn to $4.7bn, DealStreetAsia reported.
The book-building process for the IPO will start on February 10, and the shares will be priced on February 20. The company will offer 52.5m shares.
Credit Suisse elects the first Swiss CEO in decades. (People)
Credit Suisse Group is turning to the first Swiss-born Chief Executive Officer in almost two decades to restore calm in a boardroom shaken by infighting and personal animosities, Bloomberg reported. Thomas Gottstein will replace Tidjane Thiam as the CEO of Credit Suisse.
Tidjane Thiam has quit after a power struggle at Switzerland's second-biggest bank, which faces investor pressure over a spying scandal being investigated by Swiss regulators. The spying scandal had exacerbated tensions between Thiam and Chairman Urs Rohner.
Casino operator Melco Resorts & Entertainment's $810m acquisition of a 20% stake in Crown Resorts, one of Australia's largest gaming and entertainment groups, was terminated due to the Coronavirus epidemic concerns.
As a result of the termination, Melco does not currently intend to increase its existing shareholding in Crown from its current position.
Polaris Capital Group, a private equity firm, is set to acquire Sogo Medical, a pharmacy chain operator for $697m.
Polaris decided to implement the tender offer as a part of a series of transactions aimed at owning 100% of stakes in Sogo and moving forward with the privatization of the firm.
SoftBank is set to invest $300m in FirstCry, a baby and mother care products retailer. The Japanese conglomerate will pump in an additional $100m as the second tranche of investment in the Indian company a year later.
The funding from SoftBank is likely to help FirstCry grow both online and offline to take on bigger rivals with broader reach such as Amazon, Walmart-owned Flipkart, Reliance and the Future Group. The capital reportedly will also be used to scale up the recently launched parenting platform adding multi-media formats as well as for foray into private labels.
Private equity firm General Atlantic is set to invest $200m in Byju's, an education technology firm.
“General Atlantic has been one of our strongest partners and this additional investment shows their confidence in our vision, growth, and future. We are happy to see an ever-increasing acceptance for our learning programs in small towns across the country," Byju Raveendran, Byju's Founder and CEO.
Ayala Land files for the country's first REIT sale.
Ayala Land, a real estate firm based in the Philippines, applied to an up to $282m real estate investment trust share sale, the first in the country, Reuters reported.
The Philippine government last month sweetened the rules on REITs, which manage real estate assets that regularly generate profits and distribute dividends to investors, with lower public float and tax perks.
In a regulatory filing, Ayala Land said its subsidiary, AREIT, plans to offer as many as 478.64m, mostly secondary, shares at a maximum price of $0.6 apiece. It has an option to sell another 23.93m overallotment shares.
New SoftBank tech fund falls short of $108bn goal. (FS)
Technology giant SoftBank Group will raise far less than anticipated for its next fund after investors, disappointed by bad bets like WeWork and by the chaotic and unconventional way the fund operates, declined to put up new cash, WSJ reported.
Hailed by SoftBank last summer as a $108bn sequel to its $100bn Vision Fund, the new pool could end up being less than half that size, with nearly all of its capital coming from SoftBank itself.
Malaysia sovereign fund requests news website to halt reports on airline divestment.
Malaysian business news website Focus Malaysia stated that the country's sovereign wealth fund asked it to stop reporting confidential information about the disposal of Malaysia Airlines and has approached it with legal action, Reuters reported.
The fund, Khazanah Nasional Berhad, said that it had asked Focus Malaysia to stop releasing confidential information about the sale, saying the reports were damaging the process.
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