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AMERICAS
Haier, a home appliances and consumer electronics company, agreed to acquire the commercial refrigeration business from Carrier, a heating, ventilation, and air conditioning, refrigeration, and fire and security equipment corporation, for $640m.
"Carrier Commercial Refrigeration is a preeminent global enterprise with respected brands, leading technology, and an experienced workforce dedicated to providing best-in-class solutions to customers globally. The acquisition will help Haier Smart Home establish its commercial refrigeration platform, enabling the company to capture additional growth opportunities by expanding its presence to food retail refrigeration and cold storage," Huagang Li, Haier Smart Home Chairman and CEO.
Haier is advised by Lazard, PricewaterhouseCoopers, Baker McKenzie, Clifford Chance and King & Wood Mallesons. Carrier is advised by Bank of America, Linklaters and Paul Weiss Rifkind Wharton & Garrison (led by Laura Turano).
TMX Group, a financial services company, agreed to acquire the remaining 78% of VettaFi, a US-based, indexing, digital distribution, analytics and thought leadership company, for $848m.
"The acquisition of VettaFi will add a dynamic new component to our growing information business, with an exciting set of capabilities and a visionary, innovative team committed to client success. The experience of working together this year has confirmed that TMX and VettaFi are a powerful combination and a tremendous culture fit. Moving forward, the addition of VettaFi increases the depth and value of data-driven insights we provide to clients, expands our digital expertise and enriches our industry-leading support for ETF issuers. From a strategic standpoint, this acquisition accelerates TMX's long-term global expansion, and increases the proportion of revenue derived from our global solutions, Insights and Analytics division, and from recurring sources," John McKenzie, TMX Group CEO.
VettaFi is advised by Barclays and Ropes & Gray. TMX Group is advised by Evercore and WilmerHale. Debt financing is provided by BMO Capital Markets, National Bank of Canada and TD Securities.
Bain Capital, a private equity firm, agreed to acquire a majority stake in 1440 Foods, a sports and active nutrition brand. Financial terms were not disclosed.
"We are excited about this new phase of our growth journey. Our vision is to become the go-to choice for people seeking flavorful, functional, and convenient nutrition as part of a balanced lifestyle. Bain Capital shares our vision and their deep expertise supporting the growth of global consumer brands will help us to expand our product offerings reaching more consumers in more occasions and channels, building upon our strong momentum as a leading lifestyle nutrition company," Azania Andrews, 1440 Foods CEO.
1440 Foods is advised by PJT Partners, Sidley Austin, Trailblaze. Bain Capital is advised by KPMG, UBS, Ropes & Gray and Stanton PRM.
Pembina Pipeline, an energy transportation and midstream service provider, agreed to acquire a 50% stake in Alliance Pipeline and a 42.7% stake in Aux Sable, two NGL facilities operators, from Enbridge, a Canadian multinational pipeline and energy company, for $3.1bn.
"We are pleased to continue our strong track record of surfacing value for shareholders through an ongoing capital recycling program. With this divestiture, we will have raised ~$14bn since 2018 at attractive valuations. Today's transaction reinforces our disciplined approach to capital allocation. We remain committed to optimizing our portfolio, enhancing our industry leading cash flow profile by reducing commodity price exposure, bolstering our financial flexibility, and maintaining a strong balance sheet," Pat Murray, Enbridge EVP and CFO.
Pembina Pipeline is advised by TD Securities, Blake Cassels & Graydon and Paul Weiss Rifkind Wharton & Garrison. Enbridge is advised by National Bank Financial, Scotiabank and Torys.
American media and broadcasting companies Liberty Media and Sirius XM, agreed to merge to form New SiriusXM, a new public company. Financial terms were not disclosed.
"We have reached an important milestone in Liberty's ownership of SiriusXM. This combination will create value for all stockholders by eliminating the tracking stock structure, enhancing liquidity and allowing former LSXM stockholders to participate directly in the ongoing performance of SiriusXM. SiriusXM commands the largest paid share-of-ear in the car and has proven itself as an incredibly successful and profitable business. We are confident SiriusXM will continue to create value by building on its resilient business model to execute its strategic initiatives. We look forward to remaining meaningfully involved in the business and significant stockholders," Greg Maffei, Liberty President & CEO.
Thoma Bravo, a software investor, agreed to invest in BlueMatrix, a publisher of investment research. Financial terms were not disclosed.
"Since its founding in 1999, BlueMatrix has established itself as the best-in-class platform for the highly regulated investment research industry, and under its strong leadership team, the company is well-positioned to capitalize on the growing market opportunity. We are thrilled to support BlueMatrix through its next chapter as it continues to deliver its unparalleled solutions to the most sophisticated investment banks and research analysts worldwide," Adam Solomon, Thoma Bravo Partner.
BlueMatrix is advised by Stifel and Mintz Levin. Thoma Bravo is advised by Raymond James and Kirkland & Ellis. Debt financing is provided by Golub Capital.
RaceTrac, an operator of chain of gasoline service stations, completed the acquisition of Gulf Oil, a fuel distribution network. Financial terms were not disclosed.
"Customers, distributors and licensees have looked to the Gulf brand for quality and dependability for over 100 years and we are excited to announce its addition to the RaceTrac family. The timeliness of this transaction represents an immediate opportunity for growth through geographic expansion, scale and diversification. We have been working closely with the Gulf team and are prepared to steward the Gulf legacy in its second century," Max McBrayer, RaceTrac CEO.
Exolum, a liquid product storage and logistics company, agreed to acquire a 50% stake in Vopak Moda Houston, an ammonia storage, import and export terminal, from Moda Midstream, a liquids terminaling and logistics company. Financial terms were not disclosed.
"Exolum strives to become a key player in the development of supply chains for new sustainable energy products, such as ammonia and green methanol. This operation, our first in the US, will enable us to continue strengthening our position in strategic ports and to promote the energy transition and the decarbonisation of mobility at an international level," Jorge Lanza, Exolum CEO.
Exolum is led by Greenhill & Co and Haynes and Boone. Moda Midstream is led by Intrepid Partners, Shearman & Sterling and Vinson & Elkins (led by Matt Falcone).
NOVA Infrastructure, a private equity firm, completed the acquisition of A&R Bulk-Pak, a contract packaging and supply chain logistics company that specializes in plastic packaging. Financial terms were not disclosed.
"Over the past decade, the Port of Charleston has been one of the fastest-growing export hubs for the North American chemicals industry, and A&R has grown into a leading provider of critical supply chain solutions during that time. We believe this industry will continue to be a leading exporter into large and high-growth global end markets, and we are excited to support A&R as it expands its service offerings, grows its market footprint and further entrenches its long-term customer relationships," Allison Kingsley, NOVA Infrastructure Founder and Partner.
A&R Bulk-Pak was advised by IMG Business Advisors and Brown Moskowitz & Kallen. NOVA Infrastructure was advised by Jones Day, Scudder Law Firm and Sloane & Company.
Roche, a pharmaceutical and diagnostics company, completed the acquisition of Telavant, a company developing novel medicines to assist patients suffering from inflammatory and fibrotic disorders, from Roivant Sciences and Pfizer for $7.25bn.
"We are pleased to announce the timely completion of the Telavant acquisition, and I am deeply grateful to everyone at Roivant and Telavant who worked tirelessly to develop RVT-3101, prepare for Phase 3, and execute this transaction. This transaction enables us to continue doing what we do best, at even greater scale: work creatively side by side with our partners on programs that could generate significant impact for patients in areas of high unmet need," Mayukh Sukhatme, Roivant President and CIO.
Accel-KKR, a private equity firm, completed the acquisition of a majority stake in Ntracts, a contract lifecycle management solution for healthcare organizations. Financial terms were not disclosed.
"We are thrilled to have Accel-KKR as our partner as we enter a new phase of growth and innovation. Their extensive background in healthcare IT investing and operating resources will be invaluable as we work to bring more innovation around our core offering and to further strengthen our client partnerships," David Paschall, Ntracts CEO.
Ntracts was advised by Brentwood Capital Markets. Accel-KKR was advised by Kekst CNC.
Shell, a multinational oil and gas company, agreed to acquire the 20% stake in the Kaikias Oil Field from Mitsui & Co, a sogo shosha in Japan. Financial terms were not disclosed.
Mitsui acquired 20% of the interest in the Kaikias field in December 2016 and has been continuing production activities together with Shell since May 2018. This divestment is to be carried out as part of Mitsui's strategy to reconfigure its business portfolio.
The Riverside Company, a private equity firms, completed an investment in Miracle Method, a franchised provider of bath and kitchen refinishing services. Financial terms were not disclosed.
"We're thrilled to add Miracle Method to our Threshold Brands platform, expanding our service offerings into bathroom and kitchen resurfacing services. Refinishing is highly complementary to Threshold's existing home service concepts, and Miracle Method is the premier refinishing provider," Loren Schlachet, Riverside Managing Partner.
The Riverside Company is advised by Jones Day (led by Ashley Gullett).
Cognizant, an information technology services and consulting company, agreed to acquire Thirdera, an Elite ServiceNow Partner specializing in advisory, implementation and optimization solutions related to the ServiceNow platform. Financial terms were not disclosed.
"ServiceNow is leading a market shift toward customer, employee, and creator products. I believe the combination of Cognizant's deep industry, AI, and platform expertise paired with Thirdera's leading-edge offerings in enterprise transformation will position Cognizant at the forefront of thought leadership and innovation in the ServiceNow ecosystem," Ravi Kumar S, Cognizant CEO.
Veranex, a provider of the first purpose-built, global service platform for the medtech industry, completed the acquisition of T3 Labs, a preclinical laboratory. Financial terms were not disclosed.
"The addition of T3 Labs to the Veranex family allows us to further realize our mission of unifying the entire medtech development process, from concept to commercialization. The growth of the preclinical market, increasing regulatory requirements, and the need for efficient collaboration between clients and their product development partners make T3 Labs a strategic fit for Veranex and an incredible asset for our clients," Pat Donnelly, Veranex CEO.
Gas producer EQT seeks to sell a $3bn portfolio.
US natural gas producer EQT is exploring a sale of a portfolio of minority stakes in wells in Pennsylvania's Marcellus shale formation, which could be worth more than $3bn, Reuters reported.
EQT is working with an investment bank to auction the stakes, known in the energy industry as "non-operating" interests. Non-operating positions give holders a cut from the hydrocarbons sold without taking charge of drilling or other operations, although they must contribute their share of costs. The stakes EQT is planning to sell are in assets spread across Northeast Pennsylvania with current production of around 700m cubic feet per day.
Buffett backs Occidental deal with $590m stock purchase.
The purchases were made in five tranches after the deal was announced on December 11, according to a regulatory filing published late December 13. Berkshire has been buying Occidental stock steadily over the last three years and is now the company's largest shareholder, with a stake of just over 27%.
Envestnet explores the sale of data aggregator Yodlee.
American financial technology corporation Envestnet is exploring the sale of Yodlee, a data-aggregation firm that it bought in 2015, Bloomberg reported.
The software company, based in Berwyn, Pennsylvania, recently tapped an adviser to help solicit interest from potential buyers in Yodlee, for which it paid about $590m, including debt. It couldn't immediately be learned how much Envestnet is looking to obtain for the divestiture.
Bob Diamond's Atlas is looking to invest in US regional banks. (FS)
Bob Diamond's Atlas Merchant Capital is seeking to raise more than $500m to invest in US regional banks, Bloomberg reported.
The firm is approaching the effort with a flexible mandate and aims to make equity or debt bets in both publicly traded and closely held banks. Diamond said there's a need for a thriving, diversified financial services industry outside the largest banks. Atlas Merchant expects industry consolidation and sees an opportunity to invest in the stronger regional banks, some of which can use a capital injection to acquire smaller rivals.
EMEA
Telefonica Deutschland has recommended that its shareholders accept the $2.1bn takeover offer from Telefonica, which would give the Spanish parent company full ownership.
The management and supervisory boards of the German arm of the Spanish telecommunications provider said that they found the offer to be fair financially. By taking full ownership, Telefonica aims to increase the German company's contribution to group profit and cash flow, aligning it with its own strategy to focus on core markets.
Telefónica Deutschland is advised by Citigroup and Goldman Sachs. Goldman Sachs is advised by Sullivan & Cromwell (led by Carsten Berrar). Telefónica is advised by Bank of America, JP Morgan, Davis Polk & Wardwell (led by Michael J. Willisch), Gleiss Lutz, Uria Menendez. JP Morgan is advised by Latham & Watkins.
JBT, a global technology solutions provider to high-value segments of the food & beverage industry, offered to acquire Marel, a multinational food processing company, for €3.4bn ($3.7bn).
"JBT has long admired Marel, and there is significant strategic, cultural, and operational alignment between the companies. We are confident that the contemplated merger would bring substantial benefits to both companies' customers, employees, local communities, partners and shareholders. Together, our companies would be best positioned to meaningfully help customers create efficient, higher quality end products with a combined focus on sustainable solutions that make better use of the world's precious food, beverage, water, and energy resources. JBT remains open to further dialogue with the Board of Marel to design a win-win outcome," Brian Deck, JBT President and CEO.
Marel is advised by JP Morgan. JBT is advised by Goldman Sachs, Kirkland & Ellis and LexLegal.
Thoma Bravo, a software investor, completed the acquisition of a majority stake in Hypergene, a software-as-a-service company for planning and performance management, from Monterro, a B2B software investor. Financial terms were not disclosed.
"Hypergene delivers state of the art analysis and operational capability at a time where flexible planning is more important than ever. At Thoma Bravo we are an operationally focused, specialist investor and we are positioned to provide Hypergene with our resources and expertise to accelerate its growth," David Tse, Thoma Bravo Vice President.
Hypergene was advised by William Blair & Co and White & Case. Thoma Bravo was advised by Hannes Snellman.
Apax Partners, a private equity firm, completed the acquisition of OCS, a software services provider, from Charme Capital Partners, a private equity firm. Financial terms were not disclosed.
"I would like to thank Charme Capital Partners – personally and on behalf of the entire OCS team – for having been a capable and very professional shareholder and partner to all of us. Apax, like ourselves, are tech experts with a deep understanding of the power of digital, and I am excited to embark on this journey," Gianni Camisa, OCS CEO.
Apax Partners was advised by Barclays and JP Morgan.
Apax Partners, a private equity firm, completed the acquisition of Finwave, a fintech company, from the Lutech Group, a digital transformation company. Financial terms were not disclosed.
"This is a great milestone for Finwave. The Apax funds' strategic plan is to acquire and integrate leading players in the market to create innovative solutions for credit management and capital markets. OCS and Finwave are the leading players in Consumer and Corporate Finance Software. Both companies offer premium technology solutions that provide the foundation for strong future growth. We are starting today with €100m in revenues and almost 1k people highly skilled in financial market software, and we are well positioned to grow in Italy and in Europe," Willy Burkhardt, Finwave CEO.
Apax Partners was advised by Barclays and JP Morgan.
Fairfax Financial, a financial holding company, completed the acquisition of an additional 46.32% stake in Gulf Insurance Group, a provider of insurance products, from Kuwait Projects Company, an investment holding company, for $860m.
"KIPCO's transformative merger grew our portfolio, and we have since been looking at opportunities for exits and investments with the ultimate goal of growth and greater value-creation for our shareholders. The sale of GIG to our partners, Fairfax, is yet another example of the success of our long-term strategy of acquiring businesses, scaling them and then exiting when both the timing and the financial rewards are opportune," Sheikha Dana Naser Sabah Al Ahmad Al Sabah, KIPCO CEO.
The broadband empire founded by Sir Charles Dunstone is to acquire nearly half a million retail customers following Shell's decision to exit the British residential energy market, Sky News reported.
An agreement, for which the consideration was unclear on December 14, could be announced within days. TalkTalk already serves the former Shell customers through its wholesale platform, meaning the deal will not inflate its customer base of about four million people. It will, however, give Sir Charles's group the retail margin generated by the 480k consumers.
Octopus Energy is advised by Freshfields Bruckhaus Deringer.
Novo Nordisk, a global healthcare company, agreed to acquire the development and manufacturing facility in Athlone, Ireland from Alkermes, a global biopharmaceutical company, for $93m.
"The acquisition of the Athlone facility represents an expansion of Novo Nordisk's global manufacturing setup and will provide Novo Nordisk with additional development and manufacturing capacity for current and future oral products. With this acquisition, we are excited to soon welcome approximately 400 highly skilled colleagues currently employed by Alkermes with valuable capabilities within oral drug development and manufacturing who will play a key role in serving even more patients with oral products," Thilde G. Hummel Bøgebjerg, Novo Nordisk Senior Vice President, Product Supply Emerging Technologies.
ABN AMRO, a Dutch bank, agreed to acquire BUX, a neobroker. Financial terms were not disclosed.
"It's a lot more common now for people to start thinking well ahead about their financial future and to take control of it themselves. Over the past few years, BUX has excelled in helping clients who want to do exactly this. Welcoming BUX into the ABN AMRO family will create a unique combination of innovative user-friendliness and financial strength, stability and expertise – a powerful foundation for future growth in the private investment domain, both for our clients and for the bank itself," Annerie Vreugdenhil, ABN AMRO Chief Commercial Officer Personal & Business Banking.
Adnoc weighs the takeover of $5bn chemical producer OCI.
Abu Dhabi National Oil is exploring a potential takeover of European chemical producer OCI, the latest push by the Middle Eastern energy giant to expand beyond crude, Bloomberg reported.
OCI and state-owned Adnoc are working with advisers and have held preliminary talks about a possible transaction. Shares of OCI have fallen 38% in Amsterdam trading this year, giving the company a market value of about $4.8bn.
OMV and ADNOC close to agreeing a deal for a chemicals company tie-up.
Abu Dhabi National Oil is closing in on a deal with Austria's OMV to combine two entities in which the companies own stakes to create a chemicals giant, Reuters reported.
In July OMV said it had entered into talks to merge petrochemicals group Borealis - which OMV and ADNOC own in a 75:25 split - and Borouge, which is 54:36 owned by ADNOC and Borealis.
Billionaire Bolloré eyes Vivendi's breakup in a strategic U-turn.
French billionaire Vincent Bolloré is weighing a breakup of his sprawling media and entertainment empire, Vivendi, in a strategic reversal aimed at reviving the value of its businesses, Bloomberg reported.
Under the plan, the French conglomerate, which has a market value of about €10bn ($10.9bn), would be split into three: pay-TV arm Canal+; advertising and communications branch Havas; and a business that includes its majority stake publishing group Lagardère.
Farfetch in talks with Apollo Global for a rescue deal. (FS)
Online luxury retailer Farfetch is in talks with Apollo Global Management to secure emergency funding to shore up its finances, Reuters reported.
Shares of the retailer rose as much as 24% in afternoon trading. Its market capitalization stood at about $221m as of last close. Farfetch is in discussions with several parties on securing new financing, and Apollo was only one of several firms in discussion. It is unclear whether the new capital would be provided as debt or equity, or a combination of the two, and that a deal was far from certain.
$47bn Gulf wealth fund eyes IPO spree after record listing. (FS)
Oman Investment Authority is gearing up for an ambitious divestment plan that may include several dozen listings over the next five years as the Gulf sultanate chases an upgrade to emerging-market status, Bloomberg reported.
Thuraiya Ahmed Al Balushi, the wealth fund's manager for economic diversification, said about 30 assets are in the pipeline with the priority on initial public offerings. They include landmark deals in energy and logistics that are poised to exceed this year's record-setting IPO from OQ Gas Networks SAOG.
APAC
Lunit, a medical software company, agreed to acquire Volpara Health Technologies, a health technology software for breast cancer, for $193m.
"Lunit's interest in acquiring Volpara is a strong testament to the high quality of our products, our significant US market presence, and the hard work of our employees. Working together, Lunit and Volpara would have the opportunity to develop products that very few companies are in a position to do. This is expected to put us at the forefront of cancer technology and position us as a global leader in our field," Teri Thomas, Volpara CEO and Managing Director.
Lunit is advised by Evercore, Baker McKenzie and Harmos Horton Lusk. Volpara is advised by D23 Capital, Luminis Partners and MinterEllison.
M&G, a global investment manager, led a $340m Series E round in Udaan, a B2B trade platform, designed specifically for small & medium businesses, with participation from Lightspeed Venture Partners and DST Global.
"The series E round strengthens our balance sheet and fully funds our business plan. It enables our continued journey of growth and profitability, positioning us well to be public-market ready in the next 12-18 months. The regional-operated design will not only get us closer to our customers, but also make our operations more agile and efficient," Vaibhav Gupta, Udaan Co-Founder and CEO.
The Australian competition regulator approved Viva Energy's acquisition of convenience store operator OTR Group from Peregrine for $766m, sending the fuel supplier's shares over 5% higher, Reuters reported.
The Australian Competition and Consumer Commission's approval comes after a court enforceable undertaking by Viva Energy to divest 25 Coles Express sites in South Australia.
Country Garden sells stake in Dalian Wanda unit for $428m.
China's embattled Country Garden said it will sell a small stake in a Dalian Wanda unit back to the Dalian Wanda Group, with the proceeds of about $428m going towards the restructuring of the property developer's offshore debt, Reuters reported.
The sale of its 1.79% holding in shopping mall operator Zhuhai Wanda Commercial Management to Dalian Wanda Commercial Management Group helped shares in Country Garden climb 3% in December 14 trade.
Samsung C&T pushed to make changes by third activist investor. (FS)
Samsung C&T shareholder Whitebox Advisors is pressuring the South Korean conglomerate to adopt a clear capital allocation plan after two other investors voiced public criticism, Bloomberg reported.
Whitebox Advisors, which has a stake of about $100m, has had private discussions with Samsung C&T and believes it's trading at about a 68% discount to its net asset value. The company could close the gap by putting in an executive compensation structure that aligns with shareholder returns.
Australian competition watchdog approves Woolworths' stake buy in Petstock.
Australia's competition watchdog said it will not oppose Woolworths' acquisition of a 55% stake in specialty pet retailer Petstock Group, Reuters reported.
The Australian Competition and Consumer Commission, after a review of Woolworths' stake purchase proposal for Petstock, had flagged in November that the pet retailer's acquisitions between 2017 and 2022 raised significant competition concerns.
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