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Daily Review is our daily roundup of M&A news. Announcements, rumors, insights, and data before your morning coffee. Subscribe and never miss a beat with MergerLinks.
18 December 2018

Boeing and Embraer agreed on terms of $4.75bn deal.

Daily Review

Global M&A

EMEA

Hitachi acquired 80% the power grids business of ABB for $9.1bn.

Saxo Bank acquired Binckbank for €424m.

Croda International acquired Brenntag Biosector for €72m.
 
Diamond Bank and Access Bank agreed to a N23bn merger.

Andreas Goss will lead Tata Steel, Thyssenkrupp joint venture.
 
German legislators to lower threshold for takeover probes.

Taisho closing in on $1.6bn takeover of Bristol-Myers's UPSA. 

PNB and EPF acquired Battersea commercial property for $2bn. (Financial Sponsors)
 
CBM, Sovcombank and Expobank interested in bidding for Asia-Pacific Bank.

SSE and nPower call off merger deal.

StanChart sold its private equity portfolio to Intermediate Capital Group. (FS)

Salini made no offers to acquire Astaldi.

Qatar Financial Center not interested in investing in Deutsche Bank.

 

AMERICAS

Boeing and Embraer agreed on terms of $4.75bn commerical aviation deal.
 
CONMED acquired Buffalo Filter from The Filtration Group for $365m.

Jack in the Box explores sale. (FS)
 

APAC

Malaysia presses criminal charges against Goldman Sachs.

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EMEA

 
Hitachi acquired 80% the power grids business of ABB for $9.1bn.

Hitachi, a Japanese multinational conglomerate company, acquired an 80.1% stake in the power grids business of ABB, a Swiss-Swedish multinational automation corporation, for for $9.1bn ($6.4bn equity and $2.7bn net debt). 

The acquisition, which values the unit at $11bn, will see Hitachi become one of the largest players in the power grid industry. For ABB, the deal offloads its least profitable division, allowing it to focus on automation.

UBS, Goldman Sachs and Baker McKenzie advised Hitachi. Freshfields Bruckhaus Deringer, Dyal Co and Credit Suisse advised ABB.
 
Saxo Bank acquired Binckbank for €424m.

Saxo Bank, a Danish investment bank specializing in online trading and investment, acquired Binckbank, a Dutch online bank, for €424m ($479m). The €6.35 ($7.17) offer price represents a premium of 35% over the closing price of 14 December 2018.

Vincent Germyns, chairman of the BinckBank executive board, said: "Merging both companies will help realize important economies of scale. On a term of two to three years, this will of course have consequences for staff. The executive board, supervisory board and works council support this severance scheme unanimously.”

JP Morgan and Allen & Overy advised Saxo Bank. Lazard, Rothschild, NautaDutilh and Clifford Chance advised Binckbank.

Croda International acquired Brenntag Biosector for €72m.

Croda International, a British specialty chemicals company, acquired Brenntag Biosector from Brenntag Nordic, the global market leader in chemical distribution, for €72m ($81m). Biosector is a specialist in the manufacture and supply of adjuvants serving the human and veterinary vaccine market.

Steve Foots, Chief Executive of Croda, commented: "Biosector is a rare asset, in a high value, fast-growing sector of the global pharmaceutical market. Furthermore, the strong cultural alignment between Biosector and Croda enhances our highly technical-based sales approach and emphasis on value over volume. The opportunity to quickly build upon Biosector's impressive track record to date is enormously exciting and we look forward to welcoming the team to Croda."
 
Diamond Bank and Access Bank agreed to a N23bn merger.
 
Diamond Bank and Access Bank, two Nigerian multinational commercial banks agreed to an N23bn ($63m) merger. Under the terms of the agreement, Access Bank will acquire the entire issued share capital of Diamond Bank in exchange for a combination of cash and shares. The offer represents a premium of 260% to the closing market price of N0.87 ($0.002) per share of Diamond Bank on the Nigerian Stock Exchange as of December 13, 2018.
 
With the new merger, both banks hope to leverage on their distinct potentials to build a stronger bank. Access Bank CEO, Herbert Wigwe, said both banks have complementary operations and similar values, and a merger with Diamond Bank, with its leadership in digital and mobile-led retail banking, could accelerate Access’ strategy as a significant corporate and retail bank in Nigeria and a Pan-African financial services champ.
 
Citigroup, Chapel Hill and Banwo & Ighodalo advised Access Bank.
 
Andreas Goss will lead Tata Steel, Thyssenkrupp joint venture.

Thyssenkrupp, a German multinational conglomerate with a focus on industrial engineering and steel production, and Tata Steel, an Indian multinational steel-making company, formed their joint venture in June 2018. On Monday the companies ended months of uncertainty over who will join the entity’s leadership by appointing Andreas Goss, the head of Thyssenkrupp’s steel division, as the CEO of the newly formed company.

The management team will also include Hans Fischer, who is currently leading Tata Steel’s European division, as deputy CEO and CTO and Sandip Biswas, a member of Tata Steel’s senior management, as CFO.

Ernst & Young advised Tata Steel. Rothschild advised Thyssenkrupp.
 
German legislators to lower threshold for takeover probes.

Germany plans to cut to 10% the threshold at which it can launch national security probes of stake purchases by non-European companies in German firms. Ministers agreed the trigger threshold for probes of stakes in companies in areas relevant to national security should be cut from the current 25%. The move comes amid mounting Western concern at the security implications of investments by an increasingly assertive China.
 
Taisho closing in on $1.6bn takeover of Bristol-Myers's UPSA.

Japanese healthcare firm Taisho Pharmaceutical is close to striking a $1.6bn deal with Bristol-Myers Squibb, an American pharmaceutical company, headquartered in New York City, to acquire its French over-the-counter drugs business UPSA, according to a Bloomberg report. An agreement for the consumer-health business could be announced as soon as this week.

German drugmaker Stada and Italian healthcare company Angelini were among other final bidders for Bristol-Myers’ UPSA unit.
 
PNB and EPF acquired Battersea commercial property for $2bn. (FS)

Malaysia’s largest asset management firm Permodalan Nasional Bhd and state pension fund Employees Provident Fund acquired the commercial assets at London’s Battersea Power Station for £1.58bn ($2bn).

The assets were acquired from a consortium made of Malaysian property developers SP Setia Bhd and Sime Darby Property Bhd. The acquired real estate is mostly comprised of retail and office spaces. The deal is expected to close in the first quarter of 2019.
 
CBM, Sovcombank and Expobank interested in bidding for Asia-Pacific Bank.
 
Credit Bank of Moscow, Sovcombank and Expobank, three major Russian banking products providers, expressed their interest in acquiring Asia-Pacific Bank, a Blagoveshchensk-based bank. Russia’s central bank, APB's current owner, said on Monday at least three potential bidders, including one foreign investor, had expressed an interest in acquiring APB which it bailed out earlier this year.
 
CBM confirmed its interest in the bidding process.
 
SSE and nPower call off merger deal.

SSE, a Scottish energy company headquartered in Perth, and nPower, an electricity generator and supplier of gas and electricity to homes and businesses, announced that they had scrapped their plans to merge nPower with SSE’s retail business. The deal would have created the UK's second-biggest energy supplier. SSE said the transaction was “complex with many moving parts” and the newly created firm would have faced “very challenging conditions” just as it was hit by integration costs. 

“We closely monitored the impact of all developments and continually reviewed whether this remained the right deal to do for our customers, our employees and our shareholders. Ultimately, we have now concluded that it is not,” SSE’s chief executive, Alistair Phillips-Davies, said.
 
StanChart sold its private equity portfolio to Intermediate Capital Group. (FS)

Standard Chartered, a British multinational banking and financial services company, expects to take a restructuring charge of about $160m from the sale. Exact financial terms were not disclosed. 

The assets being acquired will be directly managed by Affirma Capital, a newly-formed company consisting of the former Standard Chartered private equity team.
 
Salini made no offers to acquire Astaldi.

Italian construction group Salini Impregilo has not presented any concrete proposal for ailing rival Astaldi, Intesa Sanpaolo CEO said on Monday. Intensa is Italy’s biggest commercial lender and one of Astaldi’s creditors.

"We are willing to consider everything that helps our country grow," CEO Carlo Messina told reporters when asked about Astaldi.

Other than Salini, Japan’s IHI Corporation has expressed interest in acquiring Astaldi.
 
Qatar Financial Center not interested in investing in Deutsche Bank.

The Qatar Financial Centre Authority, a business and financial center located in Doha, which provides legal and business infrastructure for financial services, denied that it is interested in raising its stake in Deutsche Bank. German newspaper Handelsblatt reported on Sunday that Qatar is considering increasing its stake from current 6.1%.
The state-owned center’s chief executive, Yousuf Mohamed Al-Jaida, reiterated that Qatar plans to invest €10bn ($11.3bn) in Germany over the next decade.
 
 

AMERICAS

 
Boeing and Embraer agreed on terms of $4.75bn commercial aviation deal.

The acquisition of an 80% stake in Embraer's commercial aviation unit by Boeing was first announced in July 2018. The deal awaits approval from Brazilian authorities.

“We are confident that this partnership will deliver great value to Brazil and the Brazilian aerospace industry as a whole. This alliance will strengthen both companies in the global market and is aligned with our long-term sustainable growth strategy,” said Paulo Cesar de Souza e Silva, Embraer president and CEO.
 
 
CONMED acquired Buffalo Filter from The Filtration Group for $365m.

CONMED Corporation, a medical technology company that provides surgical devices and equipment for minimally invasive procedures, acquired Buffalo Filter, the market leader in surgical smoke evacuation technologies, from The Filtration Group for $365m.

“This acquisition is a strong strategic fit with our General Surgery portfolio, and the platform technology provides us a leading position in the high-growth smoke-evacuation market,” commented Curt R. Hartman, President and Chief Executive Officer of CONMED.

JP Morgan, Barclays and Sullivan & Cromwell advised CONMED. Goldman Sachs and Paul Hastings advised The Filtration Group.
 
Jack in the Box explores sale. (FS)

Jack in the Box, an American fast-food restaurant chain, held talks regarding the sale of the company with potential buyers. Jack in the Box did not disclose the parties it was in talks with, but Reuters reported last month that its suitors included private equity firms. The company’s current recapitalization stands at about $2.2bn.

Shares of Jack in the Box rose by 7% in response to the news.
 
 

APAC

 
Malaysia presses criminal charges against Goldman Sachs.
 
Malaysia pressed criminal charges against Goldman Sachs and two of its former employees in connection to the money laundering probe into 1MDB, a Malaysian strategic development company, wholly owned by the Minister of Finance. Goldman Sachs has been under scrutiny for its role in helping raise funds through bond offerings for 1MDB, which is the subject of investigations in at least six countries.

“The charges arise from the commission and abetment of false or misleading statements by all the accused to dishonestly misappropriate $2.7bn from the proceeds of three bonds issued by the subsidiaries of 1MDB, which were arranged and underwritten by Goldman Sachs,” Malaysia‘s Attorney General Tommy Thomas said in a statement. 

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