AMERICAS
Eldorado Resorts won US antitrust approval for its $17.3bn bid to acquire Caesars Entertainment, putting the two casino companies one step closer to completing their merger.
The Federal Trade Commission signed off on the deal after Eldorado agreed to sell two casinos to resolve competition concerns. Eldorado previously announced the sale of those properties - the Montbleu Resort Casino & Spa in Lake Tahoe, Nevada, and Eldorado Resort Casino in Shreveport, Louisiana - for $155m.
Caesars Entertainment is advised by Deutsche Bank, PJT Partners, Skadden Arps Slate Meagher & Flom and Teneo. PJT Partners is advised by Ropes & Gray. Eldorado is advised by Credit Suisse, JP Morgan, Macquarie Group, Latham & Watkins, Milbank and JCIR. Financial advisors to Eldorado are advised by Cravath Swaine & Moore. Debt financing is provided by Credit Suisse, JP Morgan and Macquarie Group.
Cannabis manufacturers Canopy Growth and Acreage Holding agreed to amend the plan of their $3.4bn mega-merger to provide potential additional upside for all shareholders. The amended arrangement provides for up-front cash payment to Acreage shareholders and certain convertible security holders in the aggregate amount of $37m.
Once the cannabis laws change in the US, Canopy has agreed to swap 0.3048 of a Canopy share for each fixed Acreage share. Canopy will also have the option to buy the floating Acreage shares for a price equal to their 30-day volume weighted average trading price, subject to a minimum of $6.41 per share, payable in either cash or shares at Canopy's option.
"The United States is going to be a core market for Canopy Growth and this new agreement solidifies our path forward with Acreage. I am excited to bring our relationship with Acreage back to centre stage in our US strategy and look forward to a time when the laws in the United States permit us to finalize this transaction as we march toward bringing our exciting beverage products to the US," David Klein, Canopy Growth CEO.
Acreage is advised by Canaccord Genuity, Eight Capital, Foros, INFOR Financial, Cozen O'Connor, DLA Piper, Stikeman Elliott, and Wildeboer Dellelce. Canopy Growth is advised by Greenhill & Co, PwC, Cassels Brock & Blackwell, Paul Hastings, and Ernst & Young.
The Competition and Markets Authority has been investigating the anticipated acquisition of Outbrain by Taboola, the two largest providers of content recommendation services to publishers in the UK, with a combined market share of over 80%.
If the merger were to go ahead, the CMA is concerned that publishers in the UK will have a reduced choice of supplier for content recommendation services. This could result in a worsening of terms for publishers and a reduction in their share of advertising revenue.
"Online advertising, including content recommendation, is a really important revenue stream for publishers, including news websites. Our merger investigation has found that the current competition between Taboola and Outbrain means publishers can negotiate better revenue share deals and contract terms. If the companies were to merge, this competition in content recommendation would be reduced, and publishers could lose out," Joel Bamford, CMA Senior Director of Mergers.
Outbrain is advised by Goldman Sachs, Meitar Liquornik Geva Leshem Tal, White & Case and Wilson Sonsini Goodrich & Rosati. Taboola is advised by Citigroup, JP Morgan, Davis Polk & Wardwell and Meitar Liquornik Geva Leshem Tal.
Investment management firms Cannae Holding and Senator Investment Group offered to acquire CoreLogic, a real estate data analytics firm, for $7bn.
"While Cannae and Senator had not previously expressed acquisition interest to the Company, CoreLogic's Board of Directors, consistent with its fiduciary responsibilities, will carefully review the proposal with the assistance of financial and legal advisors to determine the course of action it believes is in the best interests of the Company and its shareholders. CoreLogic shareholders need to take no action at this time. Prior to issuing this revised guidance, the Company had no knowledge of any acquisition proposal," CoreLogic.
CoreLogic is advised by Sard Verbinnen & Co. Senator Group is advised by Cadwalader Wickersham & Taft. Cannae is advised by Trasimene Capital, Weil Gotshal and Manges and Sloane & Company.
Keysight Technologies, a technology company, completed the acquisition of Eggplant, a provider of digital automation software, from The Carlyle Group for $330m.
"Joining forces with Keysight gives Eggplant the ability to scale our intelligent automation platform and reach more organizations across the globe. We share a vision to accelerate innovation, and together we will be able to help customers on their digital transformation journey. We're proud of what we've accomplished through our employees and partners' contributions, and we're excited about this next chapter," John Bates, Eggplant CEO.
Eggplant is advised by ClearComms Consultancy.
Fidelity Management and Research, an American multinational financial services company, led a $110m Series D funding round of Poseida Therapeutics, a clinical-stage biotechnology company. Adage Capital Management and Schonfeld Strategic Advisors, as well as a number of unnamed existing investors, participated in the round.
"This financing supports the approach we are taking to leverage our broad proprietary gene engineering platform technologies, including the piggyBac DNA Modification System and Cas-CLOVER site-specific gene-editing system, for the creation of numerous differentiated cell and gene therapy product candidates," Eric Ostertag, Poseida's CEO.
Poseida was advised by Bank of America Merrill Lynch.
Amazon agreed to acquire Zoox, a self-driving startup, in a c.$1.2bn deal.
"This acquisition solidifies Zoox's impact on the autonomous driving industry. We have made great strides with our purpose-built approach to safe, autonomous mobility, and our exceptionally talented team working every day to realize that vision. We now have an even greater opportunity to realize a fully autonomous future," Aicha Evans, Zoox CEO.
Sazerac, a privately held American alcoholic beverage company, and E&J Gallo, a winery and distributor, agreed to acquire Paul Masson Grande Amber Brandy, a brandy brand, and Nobilo Wine, a wine brand, from Constellation Brands, an American producer and marketer of beer, wine and spirits, for $385m.
Sazerac will acquire Paul Masson Grande Amber Brandy for $255m, and E&J Gallo will acquire Nobilo Wine for $130m.
"These agreements represent another step forward in our efforts to transform our wine and spirits business. Thanks to the continued hard work of our Constellation team members, together with our distributor and retailer partners, our strategy continues to gain momentum. We look forward to closing these transactions in the coming months," Bill Newlands, Constellation Brands President and CEO.
Oscar, a technology-focused health insurance company, raised $225m in a funding round. Existing investors, including Alphabet, General Catalyst, Khosla Ventures, Lakestar and Thrive Capital, participated in the round, along with new investors Baillie Gifford and Coatue.
"Transforming the health insurance experience requires the creation of personalized, affordable experiences at scale. At Oscar, we combine our full-stack technology platform and data-driven approach to deliver seamless care that meets members where they are. We have created an experience that feels like you have a doctor in the family. This funding enables us to further accelerate the development of our unique model while creating efficiencies and cost-savings," Mario Schlosser, Oscar Co-Founder.
Generali in bid to acquire Brightsphere. (FS)
Assicurazioni Generali, an Italian insurance company, approached Brightsphere Investment Group, a diversified asset management company, about a potential acquisition of the US firm, Reuters reported.
A deal would expand the US footprint of Italy's top insurer while enabling Brightsphere's largest shareholder, hedge fund Paulson & Co, to cash out.
There is no certainty that Generali will be able to meet the valuation expectations of Paulson & Co. However, if the companies can negotiate a deal, the acquisition would not face any significant antitrust hurdles.
Graf Industrial in talks to merge with Velodyne Lidar.
Graf Industrial, a blank-check company, is in talks to merge with Velodyne Lidar, a maker of sensors used in self-driving vehicles, Bloomberg reported.
Merging with a blank-check company has become a popular way for companies to go public, hence the deal would take Velodyne public. No deal has been reached, and Graf Industrial could opt to pursue another target.
PG&E raises $5.5bn as it eyes exit from bankruptcy.
PG&E, a US power provider, raised about $5.5bn from a share offering and sale of equity units as the company looks to emerge from Chapter 11 bankruptcy, Reuters reported.
The company sold just over 423m shares at $9.5 apiece to raise about $4bn, while a separate, previously announced equity units offering raised just under $1.2bn, giving it net proceeds after costs of around $5.2bn.
SoftBank-backed Lemonade intends to raise up to $286m in IPO. (FS)
Lemonade, an insurance startup, which is backed by SoftBank Group, is looking to raise up to $286m in its US initial public offering, as the IPO market gains momentum after Covid-19 put multiple debuts on hold, Reuters reported.
Lemonade's public listing comes amid a strong desire for new stock offerings, especially those with an online-focused business against the backdrop of the pandemic.
General Atlantic-backed Pague Menos files for a $224m IPO. (FS)
Empreendimentos Pague Menos, a Brazilian drugstore chain, filed for an initial public offering on the Sao Paulo-based stock exchange. The total size of the issue, including capital raised by the company and shareholders, may reach $224m, Reuters reported.
Pague Menos, which is backed by private equity firm General Atlantic, seeks capital to fund its growth, as it sees some opportunities to expand its chain amid the coronavirus pandemic.
Kensington Capital Acquisition raises $200m IPO.
Kensington Capital Acquisition, a blank check company, raised $200m in an initial public offering of 20m shares at a price of $10 per unit. The offering is expected to close on June 30, 2020, subject to customary closing conditions.
The units are listed on the New York Stock Exchange and traded under the ticker symbol "KCAC.U". Each unit consists of one share of Class A common stock of the company and one-half of one redeemable warrant. Each whole warrant entitles the holder thereof to purchase one share of Class A common stock of the company at a price of $11.5 per share.
Kensington is advised by UBS, Stifel, Nicolaus & Company and Robert W. Baird.
EMEA
The European Union is set to approve sensor maker AMS's $5bn acquisition of German lighting group Osram. With this acquisition, AMS hopes to combine Osram with its expertise in sensors to develop packaged solutions for self-driving cars and reduce its dependence on US firms.
EU competition enforcers do not see any concerns as the two companies have few overlapping businesses and the merger is expected to get unconditional antitrust clearance. The European Union is scheduled to decide on the deal by July 6.
Osram is advised by Lazard, Perella Weinberg Partners, Freshfields Bruckhaus Deringer, Gleiss Lutz, Hengeler Mueller and Finsbury. Financial advisors are advised by Sullivan & Cromwell. AMS is advised by PricewaterhouseCoopers, Bank of America Merrill Lynch, HSBC, UBS, Herbst Kinsky, Linklaters, Schellenberg Wittmer and Brunswick Group. Financial advisors are advised by Allen & Overy.
Elliott Management's Travelport is pushing for a speedy trial to save its $1.7bn deal with WEX, a transaction that's on the verge of collapse amid the coronavirus pandemic, Bloomberg reported.
Lawyers for Travelport told a London court that the deal likely can't be salvaged if the case isn't resolved by October. WEX plans to abandon the acquisition of a pair of the company's travel-payments businesses as a result of the virus.
"WEX should be required to go through with the purchase. This is a very high-value commercial transaction. If the dispute isn't resolved before October 27, then it is a real risk of being lost altogether," Travelport lawyers.
Optal is advised by Financial Technology Partners and Herbert Smith Freehills. eNett is advised by Credit Suisse, LionTree Advisors, and Wachtell Lipton Rosen & Katz. WEX is advised by Bank of America Merrill Lynch, Grant Samuel, Clifford Chance and WilmerHale. Financial advisors to WEX are advised by Sullivan & Cromwell.
IFM Investors-backed Aleatica, an infrastructure construction services provider, agreed to acquire a 55.8% stake in Societa di Progetto Brebemi and its parent firm Autostrade Lombarde, a developer of roads and bridges, from Intesa Sanpaolo, an Italian banking group. Financial terms were not disclosed.
"We are particularly pleased with the choice made by our majority shareholder Intesa Sanpaolo which, after having played a critical and fundamental role in the creation, construction and start‐up of the infrastructure. We are happy to welcome them to our company and our country as an investor and strategic operator focusing on the long term, with significant experience in the development and management of motorways around the world. This investment comes at a time that is not easy for Italy (and in general at the global level) and represents a strong sign of confidence not only in Brebemi but also in the Lombardy economy," Francesco Bettoni, Autostrade Lombarde and Brebemi President.
Brebemi is advised by Consilium Comunicazione.
Poland's biggest refiner PKN Orlen is set to gain EU antitrust approval for its takeover of smaller rival Lotos after sweetening concessions aimed at allaying competition concerns, Reuters reported.
EU competition enforcers are concerned that the deal may push up prices and reduce competition in Poland, the Czech Republic, Estonia, Lithuania, Latvia and Slovakia. PKN last month offered to sell Lotos' stake in a joint venture with BP called LOTOS - Air BP Polska and also pledged to supply jet fuel to LABP with the aim of creating a viable competitor.
The company subsequently made some minor changes to the package after rivals and customers provided feedback to the European Commission. The deal is scheduled to briefed by national competition agencies on July 2.
KLM to secure a $3.8bn bailout package.
The Dutch government is set to provide $3.8bn in support to the Dutch arm of Air France-KLM, a Franco-Dutch airline holding company, capping months of wrangling with France over the role each country should play in a coronavirus rescue deal, Reuters reported.
As part of the package, the Dutch government will appoint an observer to KLM's board to ensure taxpayer money is spent only on the Dutch subsidiary, but won't have control of the business. Ryanair, an Irish budget airline, called on the European Union to block the $3.8bn support package.
"We call on the European Commission to block this subsidy doping to KLM, which will further reduce competition and consumer choice in the Dutch and French markets," Michael O'Leary, Ryanair Group CEO.
Sasol to divest stakes in Mozambique pipeline and power plant.
Sasol, a petrochemicals producer, appointed advisers to divest its stakes in a power plant in Mozambique and a gas pipeline running from the country into South Africa, Reuters reported.
The company appointed South Africa's Nedbank to manage the sale of its 50% stake in the Republic of Mozambique Pipeline Company, the joint venture operating the pipeline that runs 865km from Mozambique into South Africa. Deloitte is appointed to divest its 49% stake in Central Termica de Ressano Garcia, Mozambique's first permanent large-scale gas power plant.
MVM seen as the frontrunner for E.ON's Czech Innogy.
MVM, a Hungarian state-owned energy group, is seen as a frontrunner to buy E.ON's Czech Innogy retail operations, although the German utility is in talks with other bidders, Reuters reported.
MVM joined a shortlist of Czech groups bidding for Innogy's nearly 1.6m gas and electricity customers in the Czech Republic before final bids were due at the end of May.
Amazon and SoftBank held talks over Ozon.
Amazon and SoftBank approached Sistema, a Russian conglomerate, concerning a possible acquisition of Ozon, an online retailer, Reuters reported.
"The interest to Ozon among foreign investors is very high. I can tell you that this is the only one company in Russia at which Amazon was looking from the participation point of view," Vladimir Evtushenkov, Sistema majority owner.
BNP Paribas closes its Fund II at $647m. (FS)
BNP Paribas Asset Management closed its BNP Paribas Euro SME Debt Fund II with total capital commitments of $647m. The fundraising for Fund II follows the close of the previous fund, BNP Paribas Euro SME Debt Fund I, earlier this year. Investors from France, Belgium, the United Kingdom, Italy and Japan, provided capital for the fund.
"Against a challenging backdrop due to the impact of the Coronavirus, Fund II provides SMEs with long term financing to overcome the crisis and continue their development. We are very proud of the continued support that we have received from those investors already invested in Fund I, as well as welcoming new, increasingly international, investors," David Bouchoucha, BNP Paribas CIO of Private Debt & Real Assets.
eQ raises $387m for two Northern European funds. (FS)
eQ Asset management, an asset management arm of Finnish financial group eQ, closed two of its Northern Europe-focused funds, raising a total of €345m ($387m), PE News reported.
The first strategy, eQ PE XII North fund, amassed €190m ($213m), falling slightly below its target of €200m ($224m). It is the firm's biggest North Europe fund launched so far, with its predecessor closing in 2018 at €175m ($196m). Simultaneously, eQ has raised €155m ($174m) for eQ PE SF III, a fund that only acquires secondary positions in existing private equity funds. The previous secondary fund raised €135m ($151m) in 2018, also making eQ PE SF III the biggest secondary vehicle in eQ's history.
APAC
The Carlyle Group agreed to acquire a 20% stake in Piramal Pharma, the pharmaceutical business of Piramal Enterprises, one of India's largest diversified companies, for c.$490m.
The final amount of equity investment will depend on the net debt, exchange rate and performance against the pre-agreed conditions at the time of closing of the deal. The transaction is expected to close in 2020, subject to customary closing conditions and regulatory approvals.
“We are pleased to announce the strategic growth investment by Carlyle, a marquee global investor, in Piramal Pharma. This infusion of funds will further strengthen our balance sheet and provide us with a war chest for the next phase of our strategy. We are pleased to have an investor of this calibre join the Piramal family and continue our stellar track record of partnerships,” Ajay Piramal, Piramal Enterprises Chairman.
Carlyle is advised by JP Morgan, AZB & Partners, and White & Case. Piramal is advised by Rothschild & Co, Covington & Burling, and Cyril Amarchand Mangaldas.
General Atlantic agreed to invest $100m in Chi-Med, an innovative biopharmaceutical company. The proceeds will fund ongoing research and clinical development and support the further growth of its commercialization capabilities both in China and globally.
"Over the last few months, we have made significant development, regulatory and commercial progress in several oncology programs intended for the global market. We are delighted, therefore to welcome General Atlantic to our existing shareholder base and to further strengthen our balance sheet. We are confident that in this phase of material progress for Chi-Med, we can deliver innovative cancer therapies to patients internationally," Christian Hogg, Chi-Med CEO.
Chi-Med is advised by Panmure Gordon & Co, Brunswick Group, FTI Consulting and Solebury Trout.
Bond, a global technology investment firm, completed an investment in Byju's, an online learning startup, at a valuation of $10.5bn. With the fresh capital, Byju's is set to hire around 4k employees in the next six months as demand for its online courses skyrocketed since the lockdown in March.
"We have the opportunity to positively influence how teachers teach, students learn and school's function. The 'Classrooms of Tomorrow' will have technology at the core, empowering students to cross over from passive to active learning. The result will be a combination of the best of both online and offline educational offerings," Byju Raveendran, Byju's Founder and CEO.
CLSA Capital Partners, an asset management company, through its fund Sunrise Capital III, completed the acquisition of Assist, a provider of online solutions. Financial terms were not disclosed.
There will be no material changes to Assist's management team, company name, brand name and business operations, despite Sunrise III's acquisition of a majority stake in the company. Sunrise III will assist in further accelerating growth by providing overall management support to the company to strengthen their services and enhance their reputation among both customers and service vendors.
Cyrus withdraws its bid for Virgin Australia leaving Bain sole suitor. (FS)
Cyrus Capital Partners, a New York-based investment advisory firm, withdrew its offer for Virgin Australia in an unusual attack on the sale process, leaving Bain Capital as the only bidder for the collapsed airline, Bloomberg reported.
Cyrus stated that it pulled its bid due to a lack of engagement by the airline's administrators Deloitte since the US investment group submitted its proposal on June 22.
Manulife arises as the frontrunner for Aviva's Vietnam unit.
Manulife Financial, a Canadian multinational insurance company and financial services provider, is emerging as the front bidder for Aviva's Vietnamese unit as it eyes further expansion in Southeast Asia, Bloomberg reported.
The Canadian insurer is weighing a deal that would include a so-called bancassurance agreement with Aviva's local partner VietinBank to sell insurance products through the state-owned lender's branches. A deal could be valued at several hundred million dollars.
Tencent-backed Beike seeks $2bn in a US IPO. (FS)
Beike Zhaofang Technology Co, a Chinese online property brokerage, filed an application with the US Securities and Exchange Commission to launch an IPO in New York that could be worth as much as $2bn.
The Tencent- and SoftBank-backed $14bn company hired Goldman Sachs and Morgan Stanley to assist with the offering. Beike is opting for a US listing to gain access to a deeper pool of investors.
Mindspace Business Parks restarts its IPO. (FS)
Mindspace Business Parks REIT, a real estate investment trust, restarted work on its IPO, as the resumption of economic activity brightens outlook for the real estate investment trust backed by K Raheja, a property developer, and Blackstone.
Mindspace, which had filed its draft IPO prospectus in December, initially planned to go public before the end of March, but market volatility due to the Covid-19 pandemic forced the company to wait.
Cambricon eyes $400m IPO.
Cambricon, a Chinese artificial intelligence chipmaker, is one step closer to its initial public offering, and its prospectus reveals a rare snapshot of where Chinese companies stand concerning their international counterparts in this critical field.
The company is aiming to raise $400m from its IPO and spend the proceeds on cloud-based algorithm training and inference, edge computing and cash flow boost. It was last valued at $353m in 2018 and expects its market cap to exceed $212m when it floats.
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