Fidelity National Information Services, a global leader in financial services technology, acquired Worldpay, a global leader in eCommerce and payments, for $43bn. Under the terms of the agreement, Worldpay shareholders will be entitled to receive 0.9287 FIS shares and $11.00 in cash for each share of Worldpay. Upon closing, FIS shareholders will own approximately 53% and Worldpay shareholders will own approximately 47% of the combined company. The combination of stock and cash values Worldpay at an enterprise value of approximately $43bn, including the assumption of Worldpay debt, which FIS expects to refinance.
This combination greatly expands FIS’ capabilities by enhancing its acquiring and payment offerings and significantly increases Worldpay’s distribution footprint, accelerating its entry into new geographies. Upon closing, the combined company will be positioned to offer best-in-class enterprise banking, payments, capital markets, and global eCommerce capabilities empowering financial institutions and businesses worldwide.
Centerview Partners, Goldman Sachs and Willkie Farr & Gallagher advised FIS. Credit Suisse and Skadden Arps Slate Meagher & Flom advised Worldpay.
Mechanics Bank, a 114-year-old full-service community bank based in Walnut Creek, California, acquired Rabobank N.A., subsidiary of Dutch bank Rabobank Group and a nationally chartered bank with 100 branches and more than $13bn in assets, for $2.1bn. As part of the total consideration payable in the transaction, Rabobank Group will receive 9.9% of the outstanding shares of Mechanics Bank after giving effect to the transaction.
“Bringing Rabobank, N.A. together with Mechanics Bank gives us a great opportunity to fill an established gap between the big banks and smaller community banks throughout the state,” said John DeCero, President and CEO of Mechanics Bank. “We are two established institutions with values and principles that align closely. There’s very little geographic overlap and significant potential for value creation for both parties to this combination, and we believe that the new Mechanics Bank will be able to leverage our common strengths at a scale that will benefit all of our clients, our shareholders, and the communities we serve.”
Credit Suisse and Wachtell Lipton Rosen & Katz advised Mechanics Bank. Lazard and Sullivan & Cromwell advised Rabobank N.A.
America Movil, a Mexican telecommunications corporation, acquired Nextel Brazil, which provides wireless telecommunication services in Brazil, from mobile service company NII Holdings. Under the terms of the purchase agreement America Movil will acquire a 70% stake in Nextel Brazil for an aggregate purchase price of $905m less net debt and subject to certain adjustments at closing.
"The announcement of this transaction marks the culmination of an extensive multi-year process to pursue a strategic path for Nextel Brazil and provides our best opportunity to monetize our remaining operating assets in light of the competitive landscape in Brazil and long-term need to raise significant capital to fund business operations, debt service and capital expenditures necessary to remain competitive in the future," stated Dan Freiman, NII's Chief Financial Officer. "Management and our Board of Directors believe the transaction is in the best interest of NII's stockholders."
Jones Day, Rothschild & Co and Greenhill & Co advised NII Holdings.
Newell Brands, a worldwide American marketer of consumer and commercial products, sold its processing solutions unit, which manufactures custom-designed plastic, nylons, monofilament, and zinc products that solve both industrial and consumer challenges, to private equity firm One Rock Capital Partners for $500m.
One Rock Managing Partner R. Scott Spielvogel said: “We believe that as a standalone business, Process Solutions can expand its offerings and bolster its global customer relationships. Working together with management and our Operating Partners, we look forward to growing the company through strategic acquisitions and operational and technological improvements.”
Credit Suisse advised Newell Brands.
The Jordan Company acquired Sabre Industries, a market-leading manufacturer of mission-critical products to the utility and telecom markets, from private equity firm Kohlberg & Co. Financial terms were not disclosed.
"Sabre has a proven track record of providing the high-quality structures and related services that its discerning customers demand. As a result, the Company has seen consistent growth in its base of customers across North America," said John Straus, Partner at TJC. “The Sabre management team has transformed the Company into a market leader that is well-positioned to capitalize on the long-term trends underpinning growth in the electric transmission and wireless communication markets. We look forward to partnering with the entire Sabre team to continue building the Company’s portfolio of premium products and services."
Kirkland & Ellis advised The Jordan Company. Houlihan Lokey, KeyBanc Capital Markets and Paul Weiss Rifkind Wharton & Garrison advised Sabre.
Private equity firm Littlejohn Capital acquired Western Industries Plastic Products, a niche technical manufacturer of large blow-molded products. Financial terms were not disclosed.
Angus C. Littlejohn Jr., founder and Chairman of Littlejohn Capital, said: "Western has a unique competence in large blow molding and manufactures some of the largest and most complex products in the industry. The company's complex blow molding machines offer extraordinary manufacturing and product flexibility to handle virtually any blow molded product size, shape or complexity and serves as a critical supplier and one-stop strategic partner to many of its customers."
Private equity firm ParkerGale Capital acquired US-based DealerBuilt, a proven enterprise Dealer Management System for automobile dealers nationwide. Financial terms were not disclosed.
“In conducting our due diligence, we studied DealerBuilt and discovered a uniquely valuable culture and a resounding number of employees that care about what they do in this business, which is something we plan to continue to build on,” said Ryan Milligan, Partner at ParkerGale. “We think this is precisely what the auto industry is looking for – a high tech and high touch approach to dealership technology. From our industry research, we know there is significant demand from dealers and OEMs to work with vendors that have both the right technology and the right company culture; one that is truly focused on the auto dealer’s future growth and success.”
The Stagwell Group, a private equity firm that manages investments in new media and digital marketing services, invested $100m in MDC Partners, an advertising and marketing holding company based in New York City. In connection with the transaction, industry veteran Mark Penn will join MDC Partners as Chief Executive Officer and a member of its Board of Directors.
Presiding Director of the MDC Partners Board of Directors, Irwin Simon, commented: "After a thorough review process, consultation with our advisors and careful consideration of our objectives, we are delighted to welcome both Mark as CEO of MDC Partners, and The Stagwell Group as a long-term strategic investor. Throughout his career, Mark has proven himself a powerful strategic operator and passionate supporter of agencies. He shares our vision and our values, and his background as a marketer, agency founder, global thought leader and investor will be critical to bolstering our structure, solutions and services."
Simpson Thacher & Bartlett advised MDC Partners.
Private equity firm DFW Capital Partners acquired Sev1Tech, a leading provider of enterprise IT and program management support services. The current management team will stay in place and continue to run the company. Financial terms were not disclosed.
“The Sev1Tech management team sought out DFW as a partner to enable growth both organically and through acquisition. The DFW partnership provides us the ability to maintain our culture and mission delivery focus which we have built over the last nine years,” said Bob Lohfeld, CEO of Sev1Tech. “DFW is our ideal investment partner, as they understand the sector and share our vision to create a platform for service delivery excellence as we transition to the mid-tier. This partnership strengthens Sev1Tech’s capacity to pursue strategic growth initiatives and invest in new capabilities required by our customers.”
Macquarie abandons bid for Petrobras’ pipeline network. (FS)
Australia’s Macquarie Group decided to leave one of the groups which are to bid for a gas pipeline network put on sale by Brazil’s state-controlled oil company Petrobras. The other members of the group, GIC and Brazilian investment firms Itausa Investimentos Itau and Cambuhy Investmentos, will present a new bid for the pipeline network by the April 2 deadline. The network is valued at approximately $8bn.
EIG Partners and Mubadala Investment Company will be competing against the group in bidding for the network.
Xerox Corp ponders sale of its financing business.
Xerox Corporation, an American global corporation that sells print and digital document products and services, is exploring a potential sale of its customer financing unit. The unit accounts for about 65% of the companies overall debt. Xerox expects the sale to bring overall savings of approximately $640m in 2019.
The move comes close on the heels of a plan announced by the company to restructure itself to become a wholly owned unit of a new holding company, which will trade under its current ticker.
Eldorado Resorts and Caesars entered early stages of merger negotiations. (FS)
Reuters reported that American casino operators, Eldorado Resorts and Caesars, entered early stages of merger negotiations. The deal talks come after Caesars agreed this month to give billionaire investor Carl Icahn, who has been pushing the company to sell itself, three board seats to his representatives and a say on the selection of its next chief executive officer. Caesars is providing some limited confidential financial information to Eldorado, which is carrying out due diligence on the potential combination of the two companies.
The combination of Caesars and Eldorado would create a more formidable competitor to larger casino industry players, such as Las Vegas Sands Corp, Wynn Resorts and MGM Resorts International.
Principal Financial closes in on Wells Fargo retirement unit acquisition.
Principal Financial Group, a global financial investment management and insurance company, is in advanced negotiations to acquire the retirement unit of Wells Fargo, an American multinational financial services company, for over $1bn. Wells Fargo has been trying to sell the unit after the Federal Reserve slapped it with an unprecedented asset cap in February 2018, citing “widespread consumer abuses and compliance breakdowns.”
The deal could be announced by the end of March if the negotiations are successful.
3M Co to restructure into four units.
Reuters reported that the 3M Company, an American multinational conglomerate corporation operating in the fields of industry, worker safety, health care, and consumer goods, will restructure its business into four operating units from five, as it looks to sharpen its focus on customers and boost growth. The company will start reporting its financial results under this new structure from the second quarter of 2019.
3M also said James Bauman, executive vice president of its industrial business, and Joaquin Delgado, executive vice president of its consumer business, would retire.
Accel Partners raised $1.2bn for its two funds. (FS)
Silicon Valley-based private equity investor Accel Partners raised $1.2bn for two new funds, including a fourteenth core fund, and is targeting $1.5bn more for a growth fund. The Silicon Valley firm raised $525m for Accel XIV and an additional $500m for its Accel Leaders Fund II. Commitments came from 167 investors.
Juggernaut Capital Partners started a $450m fundraising for its fourth fund. (FS)
US private equity firm Juggernaut Capital Partners started a $450 fundraising for Fund IV, which would see it outdo the target-beating $380m it managed for its predecessor vehicle in the summer of 2016. That vehicle has been looking to make investments in lower mid-market businesses, primarily in the consumer and business services sectors. Juggernaut has been seeking to make 10 to 12 investments from the last fund, targeting companies with enterprise values of between $50m and $200m and $5m to $20m in EBITDA.
