AMERICAS
Hyliion, a provider of electrified powertrain solutions, agreed to merge with Tortoise Acquisition, a special purpose acquisition company, in a $1.5bn deal.
The merger will drive Hyliion's corporate expansion and further the development and commercialization of its powertrain solutions, with the support of the company's robust network of industry partners. Upon the closing of the transaction, the combined entity will be named Hyliion Holdings and remain on the NYSE under the new ticker symbol "HYLN."
"Over the past 15 months since our IPO, we have evaluated more than 200 companies looking for the ideal opportunity where our expertise and capital could be the catalyst needed to unlock the full potential of a high-growth business. We found that exceptional company with Hyliion—with a market-disruptive business plan, transformational product, and remarkable founder and CEO. We are honored that they made us a part of their team and are looking forward to helping them deploy their sustainable, electrified trucking solutions to significantly reduce emissions and contribute to a cleaner energy future," Vince Cubbage, Tortoise Chairman and CEO.
Tortoise Acquisition is advised by Barclays, Goldman Sachs, Vinson & Elkins and Zito Partners. Hyliion is advised by Marathon Capital, Cooley, Wick Phillips and Red Fan Communications.
Vista-backed Accelya, a provider of technology solutions to the global airline and travel industry, agreed to acquire Farelogix, a provider of SaaS solutions for airline retailing, from Sander Capital, a private equity firm. Financial terms were not disclosed. The transaction expected to close this summer subject to customary closing conditions and regulatory approvals.
“Our focus on delivering high performance, PSS-agnostic technology that can drive revenue, increase brand loyalty, and reduce costs is strategically aligned with the Accelya vision and directly addresses the needs of all airlines. This acquisition represents a tremendous opportunity for Farelogix and Accelya to accelerate innovation in technologies for airline retailing, commerce, order management, and financial settlement,” Jim Davidson, Farelogix CEO.
Vista Equity Partners is advised by Kirkland & Ellis and Laurel Strategies. Accelya is advised by Boulevard Public Relations. Sander Capital is advised by Paul Weiss Rifkind Wharton & Garrison. Farelogix is advised by Evercore.
Cannae Holdings, a diversified holding company, agreed to invest $75m in Trebia Acquisition, a blank check company. Cannae will purchase an aggregate of 7.5m Class A ordinary shares of Trebia, plus an aggregate of 2.5m redeemable warrants to purchase one Class A ordinary share at $11.5 per share.
“The Cannae team looks forward to working with Trebia and its Sponsor Partners to identify prospective target businesses within the industries of financial services, technology, software, data, analytics, services and related areas, leveraging our collective transaction and organizational optimization experience,” Bill Foley, Cannae Chairman.
Cannae is advised by Credit Suisse, Bank Of America Merrill Lynch, Moelis & Co and Solebury Trout.
SiriusXM, an American broadcasting company, agreed to acquire Simplecast, a podcast management platform. Financial terms were not disclosed.
"From the beginning, Simplecast's mantra and mission was to remain laser-focused on podcast creators - building the best tools for publishing and insights. The opportunity and alignment with AdsWizz allows our product - and our customers - access to a powerful monetization platform. Two best-in-class platforms are now able to align with the shared mission of helping publishers succeed, while each team continues to focus on their respective areas of expertise," Brad Smith, Simplecast Founder and CEO.
Simplecast is advised by Telos Advisors and Sullivan & Cromwell. SiriusXM is advised by Weil Gotshal and Manges.
L Catterton, a private equity firm, completed the investment in Petlove, a Brazilian online pet shop. Financial terms were not disclosed.
This partnership will strengthen Petlove's transformation and accelerate the company's technological advancement to drive offline to online consumption across Brazil.
"We are pleased to welcome L Catterton, and believe their investment is a testament to the hard work of the entire Petlove team, especially during this time of heightened uncertainty. With extensive experience across the pet category, a successful track record of building leading e-commerce businesses, and a deep understanding of the Latin American consumer, L Catterton is a strong partner and will help us fuel Petlove's continued growth," Pedro Faria, Petlove Chairman.
Petlove was advised by Loures Consultoria. L Catterton was advised by Joele Frank.
EU antitrust regulators have suspended their investigation into Air Canada’s bid for Canadian tour operator and carrier Transat while waiting for the companies to provide data sought by the enforcers, Reuters reported.
The European Commission, which opened a four-month investigation last month on concerns that the deal may result in higher prices and less choice for flights between Europe and Canada, halted its probe.
“This procedure in merger investigations is activated if the parties fail to provide, in a timely fashion, an important piece of information that the Commission has requested from them,” the EU executive.
Air Canada is advised by Morgan Stanley.
Oak Hill Capital, a private equity firm, and The Carlyle Group are set to form Galway Insurance Holdings, a new holding company. Financial terms were not disclosed.
The foundation of the investment is via Oak Hill’s contribution of retail broker in the US, EPIC Brokers and Consultants into Galway, while Carlyle will contribute Specialty Distribution aggregator JenCap Holdings, a portfolio company of Carlyle Global Financial Services Partners II.
"This innovative and strategic venture lays the foundation for future successes as we continue navigating the uncharted waters of the current crisis while looking ahead. Combining forces with the Carlyle team adds to our financial strength and service offerings,” Steve Puccinelli, Oak Hill Managing Partner.
Oak Hill Capital is advised by Kekst CNC and Weil Gotshal and Manges.
Snow Phipps-backed Brook & Whittle, a provider of sustainable pressure sensitive and shrink sleeve prime labels, agreed to acquire Label Impressions, a provider of printed label solutions. Financial terms were not disclosed.
"Label Impressions is a very exciting business that we are thrilled to acquire. We have uniquely aligned cultures focused on market leading innovation, which we believe will result in a very productive partnership. We are eager to combine our efforts on product development and sustainable packaging solutions. Jeff and his team have built an amazing company that truly parallels Brook & Whittle's vision and strategy, and I look forward to working with them to better serve our customers together," Mark Pollard, Brook & Whittle CEO.
Brook & Whittle is advised by Weil Gotshal and Manges.
PDI, a global provider of ERP, fuel pricing, logistics, and marketing cloud solutions, agreed to acquire ZipLine, a provider of mobile payment technology. Financial terms were not disclosed.
"Convenience retailers, wholesale petroleum providers, and grocers have longed for a solution that seamlessly brings together loyalty and digital payments. We're excited to add ZipLine's best-in-class ACH and mobile payment technology to deliver on this in a cost-effective, simple manner," Brian Jefferson, PDI Senior Vice President and General Manager.
ZipLine is advised by Cowen & Company.
IG4 Capital, a private equity firm, agreed to acquire CLI, a company which owns one of the largest grain terminals in Brazil, from Cantagalo General Grains, an integrated geoscience company. The deal includes the restructuring of $236m in debt owed by CGG Trading and conversion on part of the debt into equity. Financial terms were not disclosed.
At the end of the different transactions, IG4 will control the terminal, one of the largest in Brazil used for soybean and soybean meal exports coming from the northern states, the fund said in a statement.
L'Oréal, a French personal care company, agreed to acquire Thayers Natural Remedies, a US-based natural skincare brand, from Henry Thayer, a manufacturer of natural remedies. Financial terms were not disclosed. The closing is subject to the standard regulatory approvals and other customary conditions.
"With a more than 170-year heritage, Thayers Natural Remedies is a beloved American brand that has stayed true to its roots as it has evolved its product offerings and forged a strong connection with consumers. Built on a foundation of top-rated skincare products, the brand is more relevant today than ever before. We believe in its growth potential and unique positioning in the mass skincare market," Stéphane Rinderknech, L'Oréal USA President, CEO and Executive Vice President of North America.
First Atlantic Capital-backed C-P Flexible Packaging, a manufacturer of flexible packaging, agreed to acquire Genpak Flexible, a supplier of compostable packaging, from The Jim Pattison Group, a diversified holding company. Financial terms were not disclosed.
"With the unique capabilities and sustainable packaging portfolio of Genpak Flexible, this strategic acquisition provides our customers with a wider array of innovative flexible packaging options than ever before. Our two companies' cultures are similar, with a laser-like focus on customers and continuous innovation. We've been highly impressed by the talent and resources within Genpak Flexible, and we are excited to move forward in creating more value for our customers," Mike Hoffman, C-P Flexible Packaging CEO.
Yabb, a social networking and instant messaging company, completed the acquisition of Fango, an influencer marketing platform. Financial terms were not disclosed.
"Yabb sets itself apart from other social networks as an ad-free platform. Gokhan Celiker and his team have built a vibrant influencer community and developed a cutting-edge platform. Gokhan is a true visionary and built Fango at a time when very few people understood the power of social influencers. This acquisition will give us a tremendous head start," Kenneth Ting, Yabb CEO.
Petrobras puts offshore oilfields in northeastern Brazil up for sale.
Petrobras, a Brazilian state-run oil firm, began the sale process for its Atum, Curima, Espada and Xareu offshore oilfields, Reuters reported.
Petroleo Brasileiro said the shallow-water fields produce 4.2k barrels per day of oil and 76.9k cubic meters per day of gas. They are located off the coast of Ceara state, in northeastern Brazil.
Bullpen Capital looks to raise $150m for its sixth venture capital fund. (FS)
Bullpen Capital, a venture capital and private equity firm, is looking to raise $150m in its fifth venture capital fund.
The vehicle, Bullpen Capital V, has yet to register any capital. It will be managed by the firm's managing partners Paul Martino, Duncan Davidson and Eric Wiesen.
Bullpen is an early-stage investor, and since 2010, it has backed more than 100 technology companies ranging from fantasy sports startups to data centre equipment. The investment firm is focused on "post-seed" funding.
Good Growth Capital aims to raise $100m for its new vehicle. (FS)
Good Growth Capital, a venture capital platform, is looking to raise $100m for its Good Growth Capital Fund II.
Triago Americas has been listed as the placement agent for the fund, covering 35 US states including California, Indiana, Massachusetts, New York, Oregon, Pennsylvania and Texas.
The firm looks to invest in seed-stage and Series A deals. It also backs pre-seed and seed-stage opportunities via its Infinite Corridor Fund. Its investment focus includes science and technology startups, including FinTech, healthcare technology, data science, GreenTech, software, AI, and space technology.
EMEA
Swiss Re, a reinsurance company, will disband its Life Capital business unit after wrapping up the sale of its British ReAssure business later this year.
In April the Life Capital division posted a $261m loss linked to the share price of Phoenix Group, which is paying for ReAssure in cash and shares.
Swiss Re said the disbanded unit's remaining businesses would be internally reorganized, with its elipsLife corporate life and health business joining its corporate solutions division and its digital insurance platform iptiQ becoming a standalone unit.
ReAssure is advised by Morgan Stanley and Brunswick Group. Phoenix Group is advised by JP Morgan, Bank of America Merrill Lynch, Citigroup, HSBC, Skadden Arps Slate Meagher & Flom and Maitland. Swiss Re is advised by Fenchurch Advisory Partners and Clifford Chance. MS&AD Insurance Group is advised by Allen & Overy.
Merck, an American multinational pharmaceutical company, known as MSD outside the US, completed the acquisition of Themis Bioscience, an international biotech company. Financial terms were not disclosed.
Merck will initially focus on speeding up the development of Themis Bioscience's measles vector-based SARS-CoV-2 vaccine candidate, which is presently in pre-clinical development. Clinical studies of the coronavirus vaccine candidate are targeted to begin later this year.
Themis was advised by Brandl & Talos, Herbst Kinsky, McDermott Will & Emery and Wilson Sonsini Goodrich & Rosati. Merck was advised by Covington & Burling and Wolf Theiss.
JD Sports will appeal against the Competition and Markets Authority decision to block its acquisition of Footasylum in another sign of corporate frustration at the perceived interventionist stance of the regulator, FT reported.
The Competition Appeals Tribunal has yet to publish the summary of the notice, which spells out on what grounds JD Sports is contesting the decision, but lawyers expect that it will broadly reiterate the criticisms the company raised during the inquiry.
The FTSE 100 retailer said the CMA’s probe into the already-completed transaction had relied on “an inaccurate and outdated analysis of the UK sports retail competitive landscape” and that the surveys it conducted were “outdated and flawed”.
Footasylum is advised by GCA Altium and Powerscourt. JD Sports is advised by Rothschild & Co, Addleshaw Goddard and MHP Communications. Rothschild & Co is advised by Ashurst.
The CMA found that YPO's anticipated £50m ($66m) acquisition of Findel, a global supplier of educational resources, from Studio Retail Group raises competition concerns in the supply of resources to educational institutions in the UK.
Yorkshire Purchasing Organisation, a publicly owned central purchasing body based in Wakefield, and Findel Education supply a wide range of educational resources such as stationery, furniture and art and science materials to different types of educational institutions across the UK. They are the second and third largest generalist educational distributors, respectively. The CMA therefore concluded that the merger may reduce competition both by eliminating Findel's significant competitive constraint on YPO and potentially leading to market conditions in which some generalist distributors focus only on some regions of the UK.
Studio Retail Group is advised by N+1 Singer, Stifel and Tulchan Communications.
The Access Group, a provider of business software, agreed to acquire Eclipse Legal Systems, a provider of software systems, from Capita, an international business process outsourcing and professional services company, for $70m.
"The addition of Eclipse Legal Systems, into the Access family, is a signal of our intent to further extend our presence in the Legal Sector through the provision of a comprehensive suite of solutions used daily by people focused on legal case management of all types, both in practice and in-house. The sector is exhibiting solid growth signals with the legal market forecast to grow at a CAGR of more than 14%, prior to Covid-19, reaching a total market size in excess of $2.2bn by 2024," Chris Bayne, The Access Group CEO.
Capita is advised by Harris Williams & Co.
Carlisle, a manufacturer and distributor of construction materials, transportation products, terminated the acquisition of Draka Fileca, an aerospace business unit, from Prysmian, a manufacturer of electric power transmission and telecommunications cables.
"While we were enthusiastic about completing the transaction, unfortunately, the Covid-19 pandemic contributed to the delay in timely receiving the necessary regulatory approval. While disappointed, we remain focused on being the supplier of choice to our North American and European aerospace customers, and committed to expanding our industry-leading product offerings and capabilities. Carlisle Interconnect Technologies is a global leader of aerospace, electrical wire and fiber optic cable technology and will continue to pursue strategic and synergistic M&A opportunities for our aerospace platform in accordance with Vision 2025," Chris Koch, Carlisle Chairman and Chief Executive Officer.
Piraeus Bank hires advisers to sell $7.8bn of bad loans.
Piraeus Bank, a Greek multinational financial services company, hired JP Morgan and UBS to divest two portfolios of soured loans worth about $7.8bn as it scrambles to clean up its balance sheet and tackle a new debt crisis triggered by the novel coronavirus, Reuters reported.
Piraeus aims to conclude the securitization of the two loan portfolios between the end of 2020 and the start of 2021.
JP Morgan will handle Project Vega, which consists of $5.6bn of non-performing loans, while UBS will work on the sale of the $2.2bn Project Phoenix. Alantra will support both advisers.
Hera, Iren, Dolomiti and Alperia submit bids for stakes in Aim Vicenza-Agsm Verona.
HERA, Iren and Dolomiti Energia and Alperia, four Italian utility companies, have submitted bids for minority stakes in the company that will result from the planned merger of rivals AIM Vicenza and AGSM Verona, Reuters reported.
The potential investors in the new group were also proposing a broader industrial partnership with AIM Vicenza and AGSM Verona.
Perrigo divests its Rosemont Pharmaceuticals unit for $195m. (FS)
Perrigo, an Irish–registered manufacturer of private label over-the-counter pharmaceuticals, reached a definitive agreement to sell its UK-based Rosemont Pharmaceuticals business, a generic prescription pharmaceuticals manufacturer focused on liquid medicines, to a UK-headquartered private equity firm for $195m in cash.
"We are pleased to have reached an agreement to divest Perrigo's non-core Rosemont business and look forward to ensuring a seamless transition. This divestiture, which was accomplished at an attractive ten times adjusted operating income multiple, is an example of Perrigo's commitment to our transformation to a consumer-focused self-care company while remaining good stewards of shareholder value. We thank the Rosemont employees for their service to Perrigo and are confident the business will do well under new ownership," Murray S. Kessler, Perrigo CEO and President.
Perrigo was advised by Macfarlanes.
Phoenix Tower bids $615m for Italy's EITowers telecoms business.
Phoenix Tower International, an operator of wireless infrastructure sites, has offered to buy the telecom mast unit of Italy's EITowers for $615m, Reuters reported.
The US-based wireless infrastructure group, which was given access to the books of the business, has entered into exclusive talks for the unit.
A deal would expand Phoenix Tower's portfolio in Europe, where it owns telecoms tower sites in France and Ireland.
Arkema begins sale of $1.1bn Plexiglass unit. (FS)
Arkema, a French chemical producer, has kicked off the sale of its plexiglass business, which could fetch about $1.1bn, Bloomberg reported.
The company has sent potential bidders so-called teaser documents with an overview of the Altuglas International division. The sale is attracting initial interest from private equity firms including Advent International, Rhone, SK Capital Partners and Triton Partners.
Discussions are at an early stage, and there is no certainty the suitors will proceed with bids.
Amlak International seeks to raise $123m in an IPO.
Amlak International for Real Estate Finance, a provider of consumer financing services, is seeking to raise as much as $123m from an IPO, Bloomberg reported.
The Saudi Arabian home financing firm set the price range between $4 and $4.5. The final offer price for the share sale will be set based on demand from institutional investors during the book-building process, which runs from June 22 to June 29.
Amlak International will offer 27.18m shares to institutions and investment funds, including 2.72m shares that may be offered to individual subscribers. NCB Capital is managing the process.
Australia’s foreign investment board will not oppose Ayala’s takeover bid for Infigen Energy, a law firm representing the Philippine firm said days after Spain’s Iberdrola offered more for the solar and wind firm.
Infigen backs a A$828m ($569m) takeover offer by Iberdrola which is 7.5% higher and has fewer conditions. A joint venture of Ayala’s AC Energy and Hong Kong-based UPC Renewables Group, however, could revise their earlier A$777m ($531m) offer for Infigen.
Infigen is advised by Goldman Sachs, Gilbert + Tobin and Lazard.
Sandvik, an engineering company, and its division Dormer Pramet, a manufacturer of tools, agreed to acquire the manufacturing business of Miranda Tools, a manufacturer and supplier of industrial products. Financial terms were not disclosed.
"The acquisition is aligned with Sandvik Machining Solutions' focus on strengthening our round tools offer whilst also adding greater production capacity and flexibility to support long-term growth," Lars Bergström, Sandvik Machining Solutions President.
Miranda Tools is advised by AZB & Partners.
Geely plans to acquire debt-laden Lifan.
Geely, a Chinese privately held multinational automotive company, plans to take over Lifan, an automaker hit by a continued sales decline provoked by the impact of the novel coronavirus, in an indication of how the pandemic is stoking consolidation.
Zhejiang Geely Holding Group intends to become the top shareholder of Chongqing Lifan Holdings and inject fresh capital into China's one-time leading motorcycle maker.
The price and size of the stake and the amount of fresh capital were not disclosed.
Blackstone and Taisho Pharma among final bidders for Takeda's Japan OTC unit. (FS)
Blackstone, Bain Capital and Taisho Pharmaceutical are among the final bidders for Takeda Pharmaceutical's consumer drug business in Japan, a deal that could be worth up to $3.7bn, Reuters reported.
Taisho Pharmaceutical, a Japanese pharmaceutical company, is the front runner for the deal. CVC Capital Partners is also among the final bidders. That deal amount might fall to around $3.1bn because Blackstone Group and the private equity firms consider the price too high.
Yum China files for $2bn Hong Kong listing.
Yum China Holding, a fast food restaurant company, has filed confidentially for a Hong Kong listing that could raise about $2bn, joining other US-traded Chinese companies seeking share sales in the financial hub, Bloomberg reported.
The New York-listed company has been working with China International Capital and Goldman Sachs on preparations for the share sale.
The listing would be the latest in a growing number of US-listed Chinese companies turning to the Hong Kong market for fresh funds, as tensions between the two countries and fallout from the Luckin Coffee accounting scandal threaten to limit Chinese firms' access to US capital markets.
SoftBank's arm fires its China CEO. (FS, People)
Arm, a chip designer, owned by SoftBank Group, ousted the head of its Chinese venture after discovering the executive had set up an investing firm that would compete with its own business in China, Bloomberg reported.
Arm China Chief Executive Officer Allen Wu established a fund called Alphatecture whose aim is to invest in companies that use Arm technology. But the problem in Wu's case is that Arm and partner Hopu Investment Management, which together are major backers of the venture, already have one of these funds. Wu's move put him in direct competition with his employers.
Arm China called the allegations against Wu's fund "inaccurate and misleading." "Arm China has been pursuing an innovative business model which has consisted in building an ecosystem of downstream businesses to support its growth. Investments associated to our ecosystem have not created any conflict to Arm China," Arm China.
Nornickel divests its Honeymoon Well Nickel Project to BHP Group.
Nornickel, a producer of palladium and high-grade nickel and a major producer of platinum and copper, divested its Honeymoon Well Nickel Project to BHP Group, a mining, metals and petroleum company for an undisclosed sum of money.
The transaction is subject to regulatory approvals and other customary closing conditions.
"With the sale of Honeymoon Well Nickel Project, we complete the strategic exit from Australian operations and reinforce our focus on the development of our Tier-1 asset portfolio in Russia. We are grateful to BHP as our JV partner in Australia and appreciate their commitment to prompt execution of the transaction", Sergey Dubovitsky, Nornickel's Senior Vice President for Strategy, Strategic Projects, Logistics and Procurement.
Nornickel is advised by Citigroup.
Skyworth Group plans a $141m share buy-back.
Skyworth Group, a designer and manufacturer of televisions and other audio-visual products, offered to buy-back 19% or 392.8m shares at $0.36 per share, representing a premium of c. 37%.
The offer will need to be approved by the independent shareholders in a general meeting by a majority of votes by way of a poll, and will also be subject to other conditions.
Skyworth Group is advised by Kirkland & Ellis.
|
