GS Acquisition, a special purpose acquisition company co-sponsored by an affiliate of The Goldman Sachs Group, is set to merge with Vertiv, a provider of critical digital infrastructure and continuity solutions and a Platinum Equity portfolio company, in a $5.3bn deal. With this deal Vertiv will list on the New York Stock Exchange.
“Platinum Equity, Rob Johnson and his team have done a tremendous job over the last several years positioning Vertiv for long-term success. The company is exactly the asset we were looking for, with a great position in a good industry, products differentiated by technology, strong organic and inorganic growth potential, and opportunities for sustained improvements over time. Taken together, I am delighted with the near- and long-term prospects for Vertiv and the opportunity this represents for shareowners,” David M. Cote, GSAH CEO and former Executive Chairman of the Board and Honeywell CEO.
Vertiv is advised by JP Morgan and FleishmanHillard. GS Acquisition is advised by Goldman Sachs and Skadden Arps Slate Meagher & Flom. Platinum Equity is advised by Gibson Dunn & Crutcher and Morgan Lewis & Bockius.
The Canadian Transportation Agency said Onex will need to amend its by-laws to meet the country’s ownership rules related to its proposed C$3.5bn ($2.6bn) buyout of Canada’s carrier WestJet Airlines.
The agency has sought the amendment to Onex’s by-laws to ensure that matters related to WestJet are voted where a majority of Canadian directors are present.
Bank of America Merrill Lynch, CIBC, Blake Cassels & Graydon and Norton Rose Fulbright are advising WestJet. Barclays, DLA Piper, Fried Frank, Goodmans and Longview Communications are advising Onex. Barclays, Morgan Stanley and RBC Capital Markets are providing debt financing.
Kinder Morgan Canada, which operates as an energy infrastructure company, announced that its shareholders voted to approve the proposed acquisition of KML’s outstanding common equity by Pembina Pipeline.
Kinder Morgan received the final order from the Court of Queen's Bench of Alberta approving the arrangement. As previously announced, all material regulatory conditions necessary for the completion of the arrangement have been satisfied.
Pembina is advised by TD Securities, Latham & Watkins, Bracewell, and Stikeman Elliott. Kinder Morgan is advised by Bracewell. Kinder Morgan Canada is advised by BMO Capital Markets, JP Morgan, Blake Cassels & Graydon, Bracewell, and Goodmans.
Basalt Infrastructure Partners, an infrastructure equity investment fund focusing on investments in utilities, power, transport, and communications infrastructure, completed the acquisition of the natural gas transmission business of Third Coast Midstream, a full-service midstream company. Financial terms were not disclosed.
The natural gas transmission business includes seven regulated natural gas lateral pipelines with a total capacity of over 1.6k MDth per day, stretching approximately 550 miles.
"This investment represents a rare opportunity to invest in a portfolio of demand-driven, regulated 'last-mile' natural gas pipelines serving utilities and other key end-user customers in the Southeastern United States. The business is strategically positioned to capture continued industrial growth in the region," David Greenblatt, Basalt Infrastructure Partners Partner.
Basalt was advised by Barclays and Vinson & Elkins. Third Coast was advised by RBC Capital Markets and Orrick Herrington & Sutcliffe.
Hudson’s Bay Co investor Ortelius Advisors said it would vote against the Saks Fifth Avenue owner’s $1.4bn take-private deal because of what the hedge fund views as lapses in the sales process.
Ortelius joins a number of investors who say the sale of the company to its Executive Chairman Richard Baker and a group of Hudson’s Bay shareholders with total voting control of 57% over the retailer is not generous enough.
Glass Lewis, a proxy advisory firm, announced it would support the bid.
Hudson's Bay is advised by Centerview Partners, JP Morgan, and Blake Cassels & Graydon.
Good Food Holdings, the holding company for food retailing brands, agreed to acquire New Seasons Market and New Leaf Community Markets, two grocery store operators from the United States. Financial terms were not disclosed.
"We are proud to join Good Food Holdings with a shared commitment to building community through good food. This partnership with Good Food Holdings ensures our longevity as a community cornerstone − one that continues to nourish our neighbors and staff, inspire environmental stewardship and champion the local food economy, as we have done since 2000," Forrest Hoffmaster, New Seasons Market and New Leaf Community Markets CEO.
New Seasons Market and New Leaf Community Markets are advised by PJ Solomon. Good Food Holdings is advised by Citigroup.
Froneri, an ice cream-focused joint venture Nestle created in 2016 with PAI Partners, agreed to acquire the US ice cream business of Nestle for $4bn.
"This is another milestone acquisition for Froneri as we drive towards becoming the world’s best ice cream company. We're delighted to be bringing such well-loved US brands into the Froneri family. The acquisition is testament to the strength and longevity of our relationship with Nestle. This partnership and the continued support of PAI Partners will be essential to ensuring we continue to delight consumers with innovative, high quality products in all markets," Ibrahim Najafi, Froneri CEO.
Betsson, a gaming company, agreed to acquire a 75% stake in Suaposta, a Brazilian racing operator. Financial terms were not disclosed.
“We are delighted to announce this agreement with Betsson Group, who are perfectly positioned to enable our business to realize its full potential in the newly regulating Brazilian market. We are hugely grateful for the role Partis played in bringing this transaction together.” André Gelfi, Suaposta Co-founder and CEO.
Pharos Capital-backed Complete Health, a primary care group platform, completed its acquisition of Birmingham Internal Medicine Associates, a provider of specialized and expanded primary care services. Financial terms were not disclosed.
"Complete Health and Pharos are aligned with our belief that the more we can understand and address our patients' overall needs in one place, through one integrated provider, the more we can focus on getting them the proper care that will lead to better outcomes and overall healthier lifestyles. We are proud to become a Complete Health practice," John Farley, BIMA Founder.
Pharos was advised by Blicksilver Public Relations.
Veronis Suhler Stevenson completed its investment in Endo1 Partners, a specialty dental services organization headquartered in Houston. Financial terms were not disclosed.
"Our investment in Endo1 is well aligned with VSS’ strategy of supporting experienced healthcare executives with flexible capital solutions to take their businesses to the next level," Jeffrey Stevenson, VSS Managing Partner.
DuPont, one of the world's largest chemical companies, agreed to acquire Desalitech, a closed-circuit reverse osmosis company. Financial terms were not disclosed.
"This acquisition in the high-growth water purification space reinforces our strategic intent to provide a robust portfolio of technologies to meet our customers' current and future challenges while advancing our corporate commitment to sustainability," Rose Lee, DuPont Safety & Construction President.
Private equity firm Centerbridge Partners considers selling Versant Health, a managed eye health and vision plan company, for as much as $2bn. Versant could appeal to other medical benefits providers as well as buyout firms seeking to consolidate the sector, according to a Reuters report.
Centerbridge is advised by Barclays.
Starboard took a stake in Mednax, calls for sale of the company. (FS)
Activist investor Starboard Value is pushing healthcare service provider Mednax, an American neonatal, anesthesia, maternal-fetal and pediatric physician subspecialty services company, to sell all or part of itself. Starboard, which acquired a sizable stake in the company, privately nominated a majority slate of directors for Mednax’s board.
Mednax is in talks with Starboard for a withdrawal of the slate and if a deal is not reached, it could lead to a potential proxy battle.
XP valued at $14.9bn in Nasdaq listing. (FS)
Brazilian financial services platform XP priced its Nasdaq listing at $27 per class A share, the largest IPO of a Brazilian company this year, and raised $2.25bn in total. XP, which has among its shareholders private equity firm General Atlantic, Brazil’s largest private-sector lender Itau Unibanco, and founder Guilherme Benchimol, was valued at $14.9bn, Reuters reported.
The IPO is set to be the fourth largest in the United States in 2019 and is considered a bellwether for other Brazilian financial technology companies eyeing US listings in 2020.
SoftBank sells back its stake in Wag. (FS)
SoftBank's Vision Fund is giving up its nearly 50% stake in the struggling dog-walking startup Wag, after investing $300m.
Garrett Smallwood, Wag CEO, circulated a memo within the company that laid out job cuts and said the company was "amicably parting ways" with SoftBank. SoftBank is also giving up two seats on the board.
"Today, we said goodbye to a number of our friends and colleagues as we align our organization with the needs of our business. This was an extremely painful and difficult step. But it was also an important one for our future," Garrett Smallwood, Wag CEO.
Omega Funds raised $438m for its sixth fund. (FS)
Omega Funds, an international investment firm, closed Omega Fund VI with $438m in capital commitments.
Fund VI will continue to execute on the firm’s strategy of creating and investing in life sciences companies that target the most urgent medical needs.
CMA, the UK’s competition watchdog, gave provisional approval to the $3.9bn acquisition of Stonegate by rival pub firm Ei Group. After concluding the first phase of its investigation, the CMA said the deal didn’t raise competition concerns on a UK-wide basis, with the new combined business still facing competition at a national level from several other large pub groups. But having looked at the effect of the merger on 500 local areas, it concluded that the deal would reduce choice for pubgoers in 51 of those areas.
“The parties are confident that these proposals will enable the transaction to be approved by the CMA without a Phase 2 referral and our expectation remains that the transaction will complete in the first quarter of 2020,” Ei Group.
Ei Group is advised by Deutsche Bank, Rothschild & Co, CMS, and Tulchan Communications. Stonegate Pub Company is advised by Barclays, Goldman Sachs, Nomura, TDR Capital, Kirkland & Ellis, Shearman & Sterling, Ashurst, Instinctif Partners, and Tulchan Communications.
Souter Investments completed the acquisition of Stone Group, an ICT services provider, from RJD Partners. Financial terms were not disclosed.
"Stone Group presents an exciting opportunity for Souter Investments to back an experienced and successful management team, leading an established and significant technology business highly regarded in a fast-moving sector. We look forward to working with Simon and his team as they continue to drive organic growth and expand the mix of Stone Group’s technology, service and support offerings, with the opportunity for both to be accelerated by M&A and strategic partnerships," John Berthinussen, Souter Investments Investment Director.
Stone Group was advised by Freeths and Mantis. RJD was advised by Osborne Clarke. Souter was advised by Cadence Bank, Dickson Minto and Beattie Group. Shawbrook Bank provided debt financing and was advised by Squire Patton Boggs.
Private equity firm DBAY Advisors completed the acquisition of a 51% stake in Eddie Stobart Logistics, a large British multimodal logistics company, for £55m ($71m).
The haulage business has been at the center of acquisition interest for a number of months, with DBAY first making an approach for the company in September 2019. Subsequently, former Stobart Group boss Andrew Tinkler said he was interested in a bid for the business before walking away weeks after.
Eddie Stobbart was advised by Berenberg, Cenkos Securities, Rothschild & Co, King & Spalding and FTI Consulting.
DWF, a multinational law firm headquartered in Manchester, agreed to acquire Rousaud Costas Duran, an independent Spanish law firm, for €50m ($56m).
"The acquisition is consistent with DWF's strategy of acquiring complementary businesses with high levels of recurring revenue and strong cash generation. RCD will sit within the International division which remains one of the priority growth opportunities and therefore priority areas for the Group's capital allocation," Andrew Leaitherland, DWF Group CEO.
DWF is advised by Zeus Capital, Jefferies & Company, Stifel and Finsbury.
Scope, a provider of augmented reality solutions, agreed to acquire WakingApp, an augmented reality toolset company. Financial terms were not disclosed.
With this acquisition, six of the founding members of the WakingApp team will remain with the company and bring additional resources and expertise for developing the next generation of Scope's augmented reality knowledge platform, WorkLink.
"We are extremely pleased with the growth we have seen to date of enterprises adopting AR. With that growth comes more knowledge of what our customers need to build AR into their business successfully. The WakingApp team brings a great mix of AR development experience and creative thinking to Scope AR as we continue to evolve our WorkLink platform to meet our customers' current and future needs," Scott Montgomerie, Scope CEO and co-founder.
Acorn Growth, a private equity firm investing exclusively in aerospace, defense and intelligence, agreed to acquire a majority interest in Aerospares 2000, a full-service aftermarket supplier and distributor of rotable parts for commercial aircraft. Financial terms were not disclosed.
“There are incredible growth opportunities with this partnership, not only in Europe, but with geographic expansion into the US market. We plan to provide the capital and resources necessary for Aerospares to continue to support the AOG needs of its customers worldwide. Our partnership will augment the company’s strong track record and the breadth of material stocked to accelerate its progress to the next level of growth,” Rick Nagel, Acorn Growth Managing Partner.
Swisscom, a major telecommunications provider in Switzerland, agreed to acquire a majority stake in Ajila, a software company in Sursee, Switzerland. Financial terms were not disclosed.
Together with partners such as Ajila, Swisscom is positioning itself as the trusted service provider in Switzerland and making the simple and secure issuing, use, storage and authorization of basic documents and certificates possible.
St. James’s Place, the wealth management group, agreed to acquire Policy Services, a financial advisory firm. The transaction is subject to regulatory approval. Financial terms were not disclosed.
Following the acquisition, PSL will be 100% owned by St. James’s Place and will continue to operate as an independent trading entity, directly authorized by the Financial Conduct Authority. It will retain its own name and brand.
“I am delighted to welcome Policy Services to the St. James’s Place Group. This acquisition is a natural next step in the continuation of a long-standing and successful business relationship. We look forward to Policy Services further strengthening the services it offers to Partners and clients who hold non-SJP products in their portfolios,” Peter Edwards, St. James’s Place Establishment Director.
Anywhere365, the global dialogue cloud and API provider, agreed to acquire IQ Messenger, a critical alarm management and IoT platform. Financial terms were not disclosed.
“The industry has proven that IQ Messenger supports the management of the most critical incidents and emergencies. It’s a technology that can be relied on to work anywhere, and it comes with a strong partner network. Both will be huge assets for Anywhere365 in the coming years and we even plan to bring IQ Messenger to the Anywhere365 Dialogue Cloud where the IQ partners can offer their customers the high-end IQ solution also from the Azure scalable cloud. IQ messenger will stay as well as product and recognized brand name,” Gijs Geurts, Anywhere365 CEO.
Havas Group, a strategic marketing, creative and communications group, completed its acquisition of Gate One, the specialist digital and transformation consultancy. Financial terms were not disclosed.
“We have been searching for the right kind of business that can bring something completely new. Gate One is a best-in-class business that will add significant new capabilities and strengthen those we already have. We are delighted they have chosen to join us. As clients are increasingly looking for integrated services, the addition of Gate One to our well-established village model makes our UK offering truly unique,” Chris Hirst, Havas Creative CEO.
OMERS Ventures led a $110m Series B round in wefox Group, the Berlin-based insurtech, with participation from Merian Chrysalis, Samsung Catalyst Fund, Mundi Ventures and existing investors.
"We’re delighted to have OMERS Ventures as the lead investor for this financing round, and with the addition of Merian Chrysalis and Samsung Catalyst Fund on board, we have reinforced wefox Group’s investor base substantially," Julian Teicke, wefox Group chief executive and co-founder.
Saudi Arabia reported 10% debut jump in Aramco shares.
Saudi Aramco shares surged the maximum permitted 10% above their IPO price on their Riyadh stock market debut on Wednesday, in a move hailed by the government as a vindication of its towering $2tn valuation of the state oil company, Reutersreported.
The stock price rise gave Aramco a market value of about $1.88tn, making it the world’s most valuable listed company and closing in on the $2tn price tag long coveted by Saudi Crown Prince Mohammed bin Salman.
Quilvest Private Equity and Kintyre to acquire the Seemaxx urban precinct. (FS, RE)
Quilvest Private Equity and Kintyre, a Frankfurt-based investor and real estate manager, agreed to acquire the Seemaxx urban precinct in Radolfzell, Bade-Württemberg, in Germany, close to the borders with Austria and Switzerland. The transaction involved the acquisition of Hesta Beteiligungs (owner of the property and of its operations), with formal completion due before year-end.
"We view this property as very attractive, since it offers a mix of day-one, diversified sources of cash-flows, combined with various areas of improvement, notably for the Seemaxx factory outlet centre, located within an affluent catchment area. Thus, it suits well the value-add approach we seek to replicate across several sectors in European markets," Patrick Larochelle, Quilvest Capital Partners CIO for Europe and Asia Real Estate.
Quilvest Private Equity and Kintyre are advised by Hogan Lovells. Hesta Beteiligungs is advised by JLL and Heussen.
Bain Capital nears deal for Engineering Ingegneria Informatica. (FS)
Bain Capital is close to finalizing a deal for a stake in Engineering Ingegneria Informatica, a provider of advanced IT systems and services to diverse commercial and governmental customers. The deal values Engineering at more than $1.65bn and is in the final stages of negotiations.
If successful, Bain will become the biggest investor in the Rome-based IT company in tandem with NB Renaissance Partners, an investment platform backed by New York-based Neuberger Berman.
Aurubis looking to sell rolled copper division in 2020.
Aurubis, Europe’s biggest copper producer, is in advanced talks to sell its flat-rolled products division and hopes to agree on a deal in 2020, CEO Roland Harings said. Hamburg-based Aurubis is also considering more takeovers, especially in the recycling sector.
The company sees its FRP unit as non-core and is in advanced talks with industrial companies in Germany and overseas about a sale, Reuters reported.
Ted Baker founder considers take-private bid.
Ray Kelvin, the founder of Ted Baker, is considering making a bid for the UK fashion chain after it announced the resignations of its chairman and interim CEO, suspended its dividend and issued a profit warning, sending the shares down as much as 36%.
Shares in Ted Baker tumbled to the lowest level since June 2003 before paring declines to 13%. The company hired Alix Partners as consultants to conduct a review.
Qatar Investment Authority, Qatar's state-owned holding company, agreed to acquire a 25% stake in Adani Transmission, the transmission and distribution business arm of the Adani Group, for $450m.
"We believe that Adani Electricity Mumbai is the best-in-class electricity utility in India and has tremendous potential for growth. We look forward to a long term partnership with the Adani Group, with whom we share an inter-generational perspective on investments and a common vision for the sustainable growth and continued success of AEML," Mansoor Al-Mahmoud, QIA Chief Executive Officer.
QIA is advised by JP Morgan, AZB & Partners and Cleary Gottlieb Steen & Hamilton. Adani is advised by SKN Advisors and Cyril Amarchand Mangaldas.
SGIK 3 Investments, a corporate entity wholly owned by Waheed Alli, agreed to acquire Koovs, an online fashion retailer. Financial terms were not disclosed.
Koovs has been placed into administration following the failure of its largest shareholder, Future Lifestyle Fashions, to invest $8.3m into the company. Koovs also failed to secure alternative sources of funding.
“The offer from SGIK 3 Investments to purchase the underlying business of Koovs in the UK and in India was the best one we received from a creditors’ perspective,” Geoff Rowley, FRP Advisory Partner.
Koovs is advised by FRP Advisory.
Malaysian state open to buying Petronas stake.
Malaysia’s Terengganu state said it was open to buying a stake in national energy giant Petronas, after Prime Minister Mahathir Mohamad said he was considering such a sale to raise funds for his heavily-indebted federal government.
"If it’s in the form of equity, say 5% or 10%, then we can probably consider (buying), a reasonable amount of equity,” Ahmad Samsuri Mokhtar, Terengganu chief minister.
Bangkok Bank leads race to buy Standard Chartered's Indonesian bank.
Bangkok Bank, one of the largest commercial banks in Thailand, is emerging as a leading bidder for control of Standard Chartered's Indonesian bank. The company is competing with Sumitomo Mitsui Financial Group in the final race for almost 90% of PT Bank Permata, a stake with a market value of about $2.25bn.
Gojek nears deal to buy Moka for $120m.
Indonesia’s ride-hailing giant Gojek is close to acquiring a mobile point-of-sale startup called Moka for at least $120m, Bloomberg reported.
Jakarta-based Moka helps owners of restaurants, coffee shops and retail outlets manage payments. The Moka app, which can be downloaded to a tablet or smartphone, lets merchants accept debit and credit cards or mobile payments like Alipay. It also provides analytics to help track sales and inventory, run loyalty programs and manage employees.
SBI to divest an 8.5% stake in UTI Asset Management via IPO.
The State Bank of India approved the proposal to sell an 8.25% stake in UTI Asset Management, one of the largest mutual fund investment companies in India, in an IPO. UTI is planning to launch an initial public offer by the end of this fiscal year. SBI's plans to sell its follows its decision to sell its stake in its credit cards business SBI Cards and Payment Services, which recently filed the draft papers for its initial share sale.
“The SBI will divest up to through IPO by way of offer for sale of up to 10m equity shares," SBI.
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