AMERICAS
Taubman Centers, a REIT engaged in the ownership, management and leasing of 26 regional, super-regional and outlet shopping centers in the US and Asia, announced that its shareholders approved the $3.6bn merger with Simon Property Group, a real estate investment trust.
The shareholder approval satisfies the final condition precedent to the closing of the deal. Taubman is ready to close the deal on June 30 2020 as pointed out in the timeline.
Previously, Simon Property Group terminated the merger and initiated a lawsuit to support its decision. Taubman still believes that Simon did not fulfil their side of contractual obligations and countersued the bidder.
Simon is advised by Bank of America Merrill Lynch, Latham & Watkins, Paul Weiss Rifkind Wharton & Garrison and Reevemark. Taubman is advised by Goldman Sachs, Lazard, Honigman Miller Schwartz & Cohn, Kirkland & Ellis, Wachtell Lipton Rosen & Katz and Joele Frank.
Stryker extends $5.4bn cash tender offer for all outstanding shares of Wright Medical.
Stryker, a Fortune 500 medical technologies firm, extended the offering period of its previously announced $5.4bn cash tender offer for all outstanding ordinary shares of Wright Medical Group, a global medical device company. The tender offer is now scheduled to expire on August 31, 2020, unless the tender offer is further extended or earlier terminated in accordance with the purchase agreement.
"We believe this transaction will provide truly unique opportunities and will create significant value for our shareholders, customers and employees. By merging our complementary strengths and collective resources, we will be able to advance our broad platform of extremities and biologics technologies with one of the world's leading medical technology companies that shares our vision of delivering breakthrough and innovative solutions to improve patient outcomes," Robert Palmisano, Wright Medical President and CEO.
Wright Medical is advised by Guggenheim Partners, JP Morgan, Ropes & Gray and Stibbe. Guggenheim Partners and JP Morgan are advised by Latham & Watkins. Stryker is advised by Houthoff and Skadden Arps Slate Meagher & Flom.
Insurance Acquisition, a publicly traded special purpose acquisition company, agreed to merge with Shift Technologies, an e-commerce car selling platform, in a $380m deal.
"Shift's mission is to make car purchase and ownership simple. Merging with Insurance Acquisition is the next step in our evolution and will enhance our ability to scale our operations as we continue to deliver one of the industry's broadest selections of used cars via our powerful technology platform," George Arison, Shift Co-CEO.
Insurance Acquisition is advised by Wells Fargo Securities, Cantor Fitzgerald, Northland Capital Partners, William Blair & Co and Morgan Lewis & Bockius. Wells Fargo Securities is advised by Latham & Watkins. Shift Technologies is advised by Wells Fargo Securities, Jenner & Block, O'Melveny & Myers and Blueshirt Group.
TA Associates-backed Orion Advisor Solutions, a provider of the tech-enabled fiduciary framework to financial advisors, agreed to merge with Brinker Capital, an investment management company serving advisors at insurance broker-dealers and independent broker-dealers. Financial terms were not disclosed.
"We are excited to have found a partner in Orion that understands our business and shares the same cultural commitment to providing excellence in investment management goals and outcomes for financial advisors and investors," Charles Widger, Brinker Capital Founder.
Orion Advisor Solutions is advised by Credit Suisse, Goodwin Procter and Gregory FCA. Genstar Capital is advised by Ardea Partners, UBS, Weil Gotshal and Manges and Chris Tofalli. Brinker Capital is advised by Moelis & Co, Hinckley Allen & Snyder and Willkie Farr & Gallagher. TA Associates is advised by BackBay Communications .
Empower Retirement, the US' second-largest retirement services provider, agreed to acquire Personal Capital, an online financial advisor and personal wealth management company, for $1bn.
"Empower and Personal Capital are joining forces to take the next step forward in the evolution of an integrated platform to deliver personalized advice, financial wellness and comprehensive financial planning to millions of individual investors and retirement plan participants. The acquisition of Personal Capital and the integration of their tools and capabilities into the Empower offering is designed to create a best-of-breed platform — powered by digital and human advice — to help individuals achieve their financial goals," Edmund F. Murphy, Empower President and CEO.
Personal Capital is advised by Moelis & Co and Willkie Farr & Gallagher. Empower Retirement is advised by Morgan Stanley, Rockefeller Capital Management and Sullivan & Cromwell.
Landcadia Holdings II, a blank check company co-sponsored by Fertitta Entertainment and Jefferies Financial Group, agreed to acquire Golden Nugget Online Gaming, a US online real money casino, in a $745m deal.
With this deal, GNOG will become only the second pure publicly traded online casino company in the US. The transaction is expected to close in the third quarter of this year. Upon closing, Landcadia II intends to change its name to Golden Nugget Online Gaming and its Nasdaq trading symbol to GNOG.
"GNOG is one of the best-positioned companies to capitalize on this massive online gaming opportunity in the US. We at Jefferies couldn't be more thrilled to partner with Tilman and bring this great opportunity to the public markets," Rich Handler, Landcadia II Co-Chairman and Jefferies CEO.
Golden Nugget Online Gaming is advised by Haynes and Boone. Landcadia II is advised by Houlihan Lokey, Jefferies & Company and White & Case.
The UK Competition and Markets Authority started a formal review into Visa's agreed acquisition of fintech startup Plaid to see if the merger would result in a "substantial lessening of competition" within the UK.
The regulator set a deadline of August 24 to decide whether to allow the deal to proceed or to forward it for a deeper review. Visa in January said it would buy Plaid for $5.3bn, as part of an effort by the card giant to tap into consumers' growing use of financial-technology apps and noncard payments.
Plaid is advised by Goldman Sachs. Visa is advised by Lazard, Skadden Arps Slate Meagher & Flom and Wilson Sonsini Goodrich & Rosati
Private equity firm Main Post Partners completed the investment in Dr. Dennis Gross Skincare, a skincare products brand. Financial terms were not disclosed.
"It is very special to find a brand with an authentic history, highly engaged founders and still tremendous growth potential. Our unique experience having partnered with leading retail beauty brands like Too Faced Cosmetics and professional skincare brands like Hydrafacial gives us unique insights into the opportunities that lie ahead," Jeff Mills, Main Post Managing Partner.
Dr. Dennis Gross Skincare was advised by Financo and Berger Law. Main Post Partners was advised by Morrison & Foerster, Chris Tofalli and June Collective.
Kohlberg & Company, a private equity firm, completed the acquisition of a majority stake in GPRS Holdings, which provides private utility locating and concrete scanning services, from CIVC Partners, a Chicago-based private equity firm. Financial terms were not disclosed.
"Matt and his management team have done a phenomenal job of growing GPRS to become the provider-of-choice in the utility locating and structural scanning market. We look forward to continuing to work with Matt, the entire GPRS management team, and Kohlberg in this next phase of growth," J.D. Wright, CIVC Partner.
GPRS Holdings was advised by Houlihan Lokey, KeyBanc Capital Markets and Kirkland & Ellis. Kohlberg & Company was advised by Ropes & Gray.
The Carlyle Group completed the acquisition of Unison, a provider of procurement, supply chain, and contract management software, from private equity firm Abry Partners. Financial terms were not disclosed.
"We're excited to partner again with Reid Jackson and the Unison management team, who we have known for more than 15 years. The Unison team has done an incredible job developing solutions that are tailored for the Federal market and helping their customers navigate highly complex and constantly evolving regulations. We are eager to support management's plans to continue investing in their market-leading software solutions and the company's mission of enabling customer success," Mike Gozycki, Carlyle Managing Director.
Unison and Abry Partners were advised by Kirkland & Ellis. Carlyle was advised by Latham & Watkins.
Houlihan Lokey, a global investment bank, agreed to acquire MVP Capital, an independent advisory firm. Financial terms were not disclosed.
"MVP and Houlihan Lokey share core values, including the importance of long-term relationships and a commitment to teamwork. MVP and Houlihan are both dedicated to helping our clients achieve superior outcomes by providing thoughtful and innovative solutions. We look forward to joining our new partners at Houlihan Lokey and becoming a part of a global client-focused independent advisory firm," Greg Widroe, MVP CEO.
MVP Capital is advised by Keefe Bruyette & Woods and Mayer Brown. Houlihan Lokey is advised by Houlihan Lokey and Proskauer Rose.
Galaxy Semiconductor, a provider of test data analytics tools to the semiconductor industry, agreed to acquire the Quantix business from Siemens, an industrial manufacturing company. Financial terms were not disclosed.
"We chose to continue with the Galaxy name because of the many years of history and the strong reputation that it enjoys in the semiconductor industry. I'm looking forward to leading this great team to design and build amazing new products that address difficult technical challenges such as yield optimization, device characterization, and reliability improvement," Philippe Lejeune, Galaxy President and CEO.
Galaxy Semiconductor is advised by Parker Poe Adams & Bernstein.
Coty, a cosmetics maker, agreed to acquire a 20% stake in Kardashian West's beauty business for $200m.
Coty will have overall responsibility for the portfolio's development in skincare, haircare, personal care and nail products, leveraging its deep understanding of the industry and its commercial and go-to-market expertise.
"Kim is a true modern day global icon. She is a visionary, an entrepreneur, a mother, a philanthropist, and through social media has an unparalleled ability to connect with people around the world. This influence, combined with Coty's leadership and deep expertise in prestige beauty will allow us to achieve the full potential of her brands," Peter Harf, Coty Chairman and Chief Executive Officer.
Coty is advised by Tiger Chark.
Borden Dairy, a dairy processor and distributor, announced the start of a new chapter with Capitol Peak Partners and its affiliates acquiring substantially all Borden assets following completion of a court-supervised sale process. Capitol Peak will assume majority ownership of the new company, and KKR, an existing lender to Borden, will be a minority investor.
"Borden received strong investor interest and multiple bids throughout this sale process, which is a testament to the terrific work the people of Borden have done to build a valuable and enduring 163-year-old brand. Despite being in the midst of Chapter 11 and a global pandemic, our team managed to generate positive cash flow, grow our customer footprint and maintain an uninterrupted food supply to nourish American families. We are exiting Chapter 11 as a thriving company that is meeting and exceeding its performance forecasts, making our outlook very promising," Tony Sarsam Borden CEO.
Warburg Pincus to invest $400m in WEX. (FS)
Warburg Pincus is set to invest $400m in WEX, a financial technology service provider. $310m will be provided via convertible notes and $90m in common stock. Following the completion, Warburg will own a 4.7% stake in WEX.
"The combination of this investment and the recent credit agreement amendment put us in an even stronger financial position with additional financial flexibility, improved liquidity and increased cash on hand. This better positions us to remain focused on our long-term strategic initiatives to drive our future success, and capitalize on the economic recovery when market conditions improve," Melissa Smith, WEX Chair and CEO.
Beyond Pricing acquires website design, hosting, and booking engine of Blizzard Internet Marketing.
Beyond Pricing, a vacation rental revenue management software provider, acquired the website design, hosting, and booking engine of Blizzard Internet Marketing from Red Awning. The acquired assets, people, contracts, and business will continue to operate under the Blizzard brand. Financial terms were not disclosed.
"Recent events have led to a renewed interest in booking direct and for a good reason - both customers and property managers win when they can skip OTAs. But to replicate the experience, property managers need accurate real-time pricing and availability on their website. With Blizzard's world-class booking engine and Beyond Pricing's unrivalled dynamic pricing, our customers will have a platform perfectly built to bring guests from the OTAs," David Kelso, Beyond Pricing Co-Founder and CEO.
Adams Resources & Energy completed the acquisition of CTL Transportation's assets.
Adams Resources & Energy, an exploration company, completed the acquisition of substantially all of the assets of CTL Transportation, the liquid chemical truckload subsidiary of Comcar Industries. Financial terms were not disclosed.
The acquisition grows Service Transport's collective fleet size through the addition of approximately 163 tractor trailer trucks and 328 trailers, and expands its footprint of operations into Florida, Georgia, Illinois, Missouri and Ohio.
EMEA
Intesa Sanpaolo, an Italian banking group, expects synergies from its proposed acquisition of UBI Banca would be slightly less if it cannot fully incorporate its Italian rival, and would not affect a 2022 profit goal of at least $5.6bn.
Tender offer is valid with a take-up of 50% plus one share, although Intesa may not be able to incorporate UBI if the bid acceptance level is below a 66.67% threshold which guarantees control of extraordinary shareholder resolutions.
Intesa Sanpaolo is advised by Equita SIM, JP Morgan, Mediobanca, Morgan Stanley, UBS, and Pedersoli Studio Legale.
Swiss insurer Helvetia completed the acquisition of a 70% stake in Spanish insurer Caser from a group of sellers including Spanish banks and French insurer Covea for $861m.
"The acquisition of Caser perfectly fits Helvetia's strategy. Our business in Spain has performed very well in recent years and will now be strengthened further by this transaction, which will also substantially increase the importance of our European activities. Both companies complement each other outstandingly, including from a cultural perspective," Philipp Gmuer, Helvetia CEO.
Covea was advised by Nomura and Clifford Chance.
INEOS, a privately owned UK multinational chemicals company, agreed to acquire the petrochemicals business of BP, a multinational oil and gas company, for $5bn.
"This is another significant step as we steadily work to reinvent BP. These businesses are leaders in their sectors, with world-class technologies, plants and people. In recent years they have improved performance to produce highly competitive returns and now have the potential for growth and expansion into the circular economy," Bernard Looney, BP CEO.
INEOS is advised by Media Zoo.
Growth Capital Partners, an independent private equity company, completed a minority investment in CubeLogic, a provider of enterprise risk management solutions for the energy, commodities and financial markets. Financial terms were not disclosed.
"CubeLogic has exceptional technology and delivers the very best in enterprise risk management solutions. Their global client roster is very impressive and we are delighted to be supporting Lee, David and their high calibre international team with their exciting growth plans. We believe our unique partnership style and successful track record of working with fast growth software and technology services businesses will provide CubeLogic with the best possible support for further international expansion, whilst enabling the team to maintain its special culture and focus on quality," Richard Shaw, Growth Capital Partner.
GCP was advised by Osborne Clarke.
Equistone-backed FirstPort, the UK's largest residential property manager, agreed to merge with Mainstay Group, a property and asset manager. Financial terms were not disclosed.
"We are delighted to be joining forces with Mainstay to deliver the very best property and asset management services for our customers and clients. Mainstay's achievements and track record are impressive, and we are proud to be welcoming them into the FirstPort group. This is a great milestone for both businesses, which will see us learning from each other and working together to continue to drive the highest industry standards and realize new market opportunities," Nigel Howell, FirstPort CEO.
Mainstay is advised by Camargue.
FAAC Group, an automation company, agreed to acquire certain businesses of Assa Abloy, a Swedish conglomerate whose offerings cover products and services ranging from locks, doors, gates and entrance automation, for $112m. The deal was made as part of the commitments to address the competition concerns of the EU Commission in connection with the acquisition of the Swiss company agta record by Assa Abloy.
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The divested business includes the agta record operations in the Netherlands, Austria, Hungary and Slovenia, as well as the Assa Abloy automatic pedestrian door business in France and the UK. In addition, agta record's high-speed door business located in France is also included.
Russian energy companies Tatneft, Gazprom Neft and LUKOIL formed a joint venture for the exploration and production of hard-to-recover hydrocarbon reserves in the Orenburg Oblast. The new business's - New Oil Production Technologies' - asset portfolio includes the Savitsky and Zhuravlevsky license blocks. Each party has been allocated an equal one-third interest in the joint venture. Financial terms were not disclosed.
The partners will be sharing operational and technological competencies in finding the most effective means of developing traditional oil reserves, as well as in developing viable technologies for the commercial production of hard-to-recover hydrocarbon reserves at two blocks in the Orenburg region.
Temasek agreed to invest $250m in BioNTech, a clinical-stage biotechnology company. The investment includes $139m in ordinary shares and $112m in 4-year mandatory convertible notes.
"We are pleased to welcome Temasek onboard as a new shareholder. We believe their long-term investment approach, global presence, and deep experience in the biotechnology field are a good fit with our vision to build a leading global biopharmaceutical company," Ugur Sahin, BioNTech CEO and Co-Founder.
Singapore Exchange, an international multi-asset exchange and FX derivatives marketplace, agreed to acquire the remaining 80% stake in BidFX, a cloud-based FX trading platform for institutional investors, for $128m.
"With BidFX as part of the SGX Group, we can now serve a wider FX community with more comprehensive solutions and enhanced distribution capabilities, while bringing together the two growing and mutually-reinforcing pools of liquidity," Loh Boon Chye, SGX CEO.
FCA says Wirecard making progress on addressing concerns.
The Financial Conduct Authority said that Wirecard, an insolvent German payment processor and financial services provider, was addressing the UK watchdog's concerns but its restrictions on the collapsed German payments company's services would remain for now.
"We cannot lift the restrictions without reassuring ourselves that the firm has been able to satisfy all our concerns for example that all clients' money is safe. We hope to be able to issue an update soon," the FCA.
Centricus hires former investment bank head of Deutsche Bank. (People)
Centricus Asset Management, a London-based global investment firm, appointed Garth Ritchie, one of the most senior figures at Deutsche Bank until his departure from the German lender less than a year ago. Ritchie will help Centricus expand its capital markets and advisory business
"The current and foreseeable market dynamics and economic environment lends itself to significant capital markets issuance and strategic equity transactions. Centricus and our investors intend to be an important provider of liquidity for these opportunities," Josh Purvis, Centricus CEO.
Ex-Advent exec joins Bd-Capital. (FS, People)
PE News reported that Bd-Capital, a London-based private equity firm set up last year, appointed Bram Grimmelt as partner and head of the firm's Benelux investment activities.
Grimmelt joins from Advent International, where he also led the firm's businesses in the region. The executive, who has experience across several sectors including healthcare, consumer & retail, services, software and industrials, has also worked for Waterland Private Equity in its Netherlands office.
Andera Partners closes fourth mezzanine fund in excess of $560m. (FS)
PE News reported that French investment firm Andera Partners held a first and final close for its fourth sponsorless mezzanine debt fund at $560m, beating the original $505m hard-cap. The new vehicle is also 60% larger than its predecessor, which raised $353m in July 2017.
Despite the Covid-19-driven slowdown in fundraising activity, the ActoMezz IV fund surpassed its target within 16 weeks, according to Andera.
APAC
Iberdola, a Spanish multinational electric utility company, raised its offer for Infigen Energy, a developer and operator of renewable energy, up to $589m right after the competitor Ayala, a Philippines conglomerate, boosted its offer from c. $531m to c. $569m.
Infigen shares jumped 4%, indicating the race for the Australian energy company is not over. The new bid from Ayala now involves fewer conditions on Infrigen side.
Infigen Energy is advised by Goldman Sachs, Lazard and Gilbert + Tobin.
Temasek is prepared to drop a $3bn bid for control of Keppel, a Singaporean conglomerate headquartered in Keppel Bay Tower, should the its next earnings report trigger a clause that allows it to walk away.
The state investment firm is keeping a close tab on Keppel's financials considering any significant impairment could trigger so-called material adverse change clauses, Bloomberg reported.
Temasek is advised by Morgan Stanley
Private equity firms FountainVest Partners and Tiger Global Management led a $750m Series E funding round in Zuoyebang, a Chinese online learning app, with participation from SoftBank's Vision Fund, Qatar Investment Authority, Sequoia Capital China, Tiantu Capital and Xiang He Capital.
The fundraising comes as education technology, known as "edtech", is one of the few sectors that thrived in the pandemic as students were asked to take online classes from home after China imposed a lockdown.
FountainVest is advised by Weil Gotshal and Manges.
KKR completed the acquisition of an 11.9% stake in First Gen, an independent power producer in the Philippines, for $192m.
"We are thrilled to make this infrastructure investment in the Philippines in First Gen. We have long viewed First Gen as an exceptional business with a high-calibre leadership team, and we have great respect for the Lopez family for building this strong, well-established company. This is an exciting and further milestone for KKR's Asia Pacific infrastructure business, and we are pleased to have this opportunity to be an investor in First Gen able to positively engage with the company's management team and the Lopez family as helpful in the future," David Luboff, KKR Partner and Head of Asia Pacific Infrastructure.
KKR was advised by The EON Group.
Allianz Real Estate, the real estate investment and asset manager of the Allianz Group, and The National Pension Service of Korea, a public pension fund, agreed to form a joint venture to build a diversified core portfolio of high-quality properties in the Asia Pacific region. Financial terms were not disclosed.
"This is a significant step forward in our ambition of bringing like-minded third-party investors to invest alongside Allianz. We view this as the beginning of a scalable partnership between NPS and Allianz, two highly respected long-term institutional real estate investors. We are incredibly proud of Rushabh Desai and our Asia-Pacific team for successfully raising our first third-party equity fund," François Trausch, Allianz Real Estate CEO.
Mitsubishi UFJ Lease & Finance Company, a financial services company, agreed to acquire a 49% stake in VietinBank Leasing Company, a wholly-owned subsidiary of VietinBank, one of the state-owned commercial banks in Vietnam. Financial terms were not disclosed.
Through the investment in VietinBank Lease, Mitsubishi UFJ Lease & Finance will launch its business in Vietnam and provide excellent financial services to local customers while sharing its extensive expertise and knowledge with VietinBank Lease.
Accordia Golf to acquire Accordia Golf Trust's assets for $577m. (FS)
MBK Partners-backed Accordia Golf, a golf course operator in Japan, offered to acquire Singapore-listed Accordia Golf Trust's stakes in 88 golf courses in Japan for $577m.
Accordia, the sponsor of AGT and holder of 28.85% of AGT's units, said that the proposal was 5% above AGT's adjusted net asset value as of March 31.
The proposed divestment offered a reasonably attractive option for Accordia to realise the value of its interests and allows unit holders to unlock the value of their units.
Accordia Golf is advised by Citigroup.
Tencent and Primavera looking to fund Xingsheng Youxuan at $3bn valuation. (FS)
Investors including Tencent and private equity giant Primavera Capital are joining a funding round that values Chinese grocery delivery upstart Xingsheng Youxuan at $3bn, Bloomberg reported.
The two companies are bankrolling one of the more recent entrants to a sector galvanized by the pandemic. The latest financing of about $300m for Xingsheng Youxuan triples the company's price tag from its last funding round in 2019.
CBRE Global Investors completes $1.3b sale of Japan logistics portfolio. (RE)
CBRE Global Investors, one of the world's largest real estate investment management firms, completed a $1.3bn sale of all assets from a Japanese logistics portfolio, ending a 3-month-long series of disposals of 169 industrial properties.
"CBRE Global Investors continues to be focused on Japan logistics and are actively deploying capital to opportunities where we can create defensive, core assets through various value-add and development initiatives," Adrian Baker, CBRE Global Investors in Asia Pacific CEO and CIO.
KKR raises $698m for Asia Real Estate Partners fund. (FS)
KKR raised an initial $698m for Asia Real Estate Partners fund, a new Asia-focused real estate vehicle.
KKR reached the milestone some 15 months after reports first surfaced of the new fund, which the firm launched alongside the third instalment of its buyout strategy targeting the Asia Pacific region.
KKR, Apollo among buyers for National Australia Bank's wealth unit. (FS)
KKR and Apollo Global Management are among potential buyers which have led due diligence on National Australia Bank's wealth management unit, Reuters reported. The sale of the unit could fetch more than $688m.
NAB, an international banking group, decided to divest its wealth management unit in 2018, but the plan has been delayed by a management overhaul and a special government-appointed inquiry into the financial services sector that found industry-wide misconduct.
Genor Biopharma files for $320m HK IPO. (FS)
Hillhouse-backed Genor Biopharma, a biopharmaceutical company which develops and commercializes therapeutic monoclonal antibodies, Fc-fusion proteins, and recombinant therapeutic proteins, filed for a $320m HK IPO.
Genor intends to use the majority of the proceeds to fund ongoing and planned clinical trials, preparation for registration filings, and potential commercialization of its drug candidates.
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