JetBlue today announced it has enhanced its proposal to the Board of Directors of Spirit to acquire all of the outstanding common stock of Spirit for $33 cash per share. The enhanced proposal offers Spirit shareholders both superior financial value and greater certainty than the Frontier transaction.
“By creating a national competitor to the Big Four airlines, this transaction would deliver meaningful benefits for customers, superior value for shareholders of both airlines, and new opportunities for our combined crewmembers,” Robin Hayes, JetBlue CEO.
Spirit Airlines board unanimously rejected JetBlue Airways unsolicited $3.6bn takeover bid over concerns it wouldn’t be consummated, saying it would instead stick with a lower offer from Frontier Group Holdings, Bloomberg reported.
“The JetBlue proposal involves an unacceptable level of closing risk. Spirit continues to believe in the strategic rationale of the proposed merger with Frontier and is confident that it represents the best opportunity to maximize long-term shareholder value,” Mac Gardner, Spirit Chairman.
Spirit Airlines is advised by Barclays, Morgan Stanley, Debevoise & Plimpton and Sard Verbinnen & Co. Financial advisors are advised by Skadden Arps Slate Meagher & Flom and Sullivan & Cromwell. JetBlue Airways is advised by Goldman Sachs and Shearman & Sterling. Debt financing is provided by Goldman Sachs. Indigo Partners is advised by Lambert & Co. Frontier Airlines is advised by Citigroup, Latham & Watkins and Joele Frank. Financial advisor is advised by Fried Frank Harris Shriver & Jacobson.
Advent International, a private equity firm, agreed to acquire a stake in Imperial Dade, a distributor in North America of foodservice packaging and janitorial supplier, from Bain Capital, a private equity firm. Audax Private Equity continues to be an investor in Imperial Dade. Financial terms were not disclosed.
“We are thrilled to partner with Jason and Robert Tillis and the entire Imperial Dade management team, along with Manny Perez de la Mesa, Bain Capital and Audax, to support Imperial Dade’s next chapter of growth. Imperial Dade has developed a truly differentiated value proposition based on its best-in-class service and industry-leading product portfolio. We look forward to continuing to serve the Company’s stakeholders, including its thousands of valued customers, its employees, and the communities in which it operates,” Stephen Hoffmeister, Advent International Managing Director.
Advent International is advised by Robert W Baird, Weil Gotshal and Manges and Finsbury Glover Hering. Bain Capital is advised by PricewaterhouseCoopers, Goldman Sachs, Harris Williams & Co, Kirkland & Ellis and Stanton PRM.
Sema4, an AI-driven genomic and clinical data intelligence platform company, completed the acquisition of GeneDx, a provider of genomic testing and analysis, from OPKO Health, a multinational biopharmaceutical and diagnostics company, for $623m.
"This acquisition gives us the opportunity to accelerate the use of genomics as standard of care by providing a deeper menu of precision medicine solutions to our health system partners to better meet their clinical needs," Eric Schadt, Sema4 Founder and CEO.
Sema4 was advised by BTIG, Goldman Sachs, Jefferies & Company and Fenwick & West. OPKO Health was advised by Cowen & Company, JP Morgan, Greenberg Traurig and LHA Investor Relations.
Sandstorm Gold, a provider of financing to companies engaged in gold mining, agreed to acquire Nomad Royalty, a gold & silver royalty company, for $590m and nine royalties and one stream from BaseCore Metals, an operator of an asset investment vehicle, for $525m.
"These transactions mark the next step in the strategic growth plans for Sandstorm. Today's announcement propels the Company forward in both size and scale while solidifying Sandstorm's position amongst its peers as the highest-growth streaming and royalty company. We believe that precious metals and copper are poised to materially outperform the market in the coming years, and we are excited to provide investors with exposure to long-life, high quality, and low-cost assets focused on gold, silver and copper," Nolan Watson, Sandstorm Gold President & CEO.
Sandstorm Gold is advised by BMO Capital Markets, Fort Capital Partners, Cassels Brock & Blackwell and Neal Gerber & Eisenberg.
First Internet Bancorp, the parent company of First Internet Bank, failed to acquire First Century Bancorp, a full-service community bank, for $80m.
“Despite efforts to negotiate, we could not arrive at a mutually agreeable increased purchase price in exchange for an extension. While the acquisition initially appeared to provide opportunities to diversify our revenue streams, we will not support excess deployment of capital without a clear and likely pathway to an acceptable payback. We remain steadfastly committed to increasing shareholder value," David Becker, First Internet Bancorp CEO and Chairman.
G-III Apparel Group, a global fashion provider with expertise in design, sourcing, and manufacturing, agreed to acquire the remaining 81% stake in Karl Lagerfeld Brand, a fashion brand, for $210m.
“This transaction marks yet another significant milestone for G-III. Since acquiring a stake in the brand in 2015, G-III has built Karl Lagerfeld into an important and rapidly growing part of our North American business. Fully owning this visionary brand is a continuation of our successful partnership with the Karl Lagerfeld management team. Importantly, the addition of this iconic fashion brand to the G-III portfolio advances several of our key priorities, namely an increase in the direct ownership of brands and their licensing opportunities and further diversification of our global presence,” Morris Goldfarb, G-III’s Chairman and CEO.
G-III Apparel Group is advised by Barclays, De Brauw Blackstone Westbroek, Simpson Thacher & Bartlett and Brunswick Group.
OFX, a low-cost international multicurrency payments provider, completed the acquisition of Firma Foreign Exchange, a global foreign exchange service provider, for $70m.
“We’re excited to complete our first major acquisition, and to welcome our new clients and colleagues. As we bring our businesses together, our first priority will be ensuring there is no disruption to Firma clients or employees. We look forward to building on our collective strengths and excellent service culture by enhancing the experience for clients with our digital capabilities," Skander Malcolm, OFX CEO and Managing Director.
OFX was advised by Goldman Sachs, Stikeman Elliott and Haystac dentsu.
Dai‑ichi Life-backed Protective Life, a provider of life insurance, group life insurance, health insurance and annuity products, completed the acquisition of AUL, an automotive finance and insurance provider. Financial terms were not disclosed.
“AUL is excited about the opportunity to join the Protective family. Combining Protective’s resources and reach with our rapidly growing platform will enable us to provide more robust solutions for our agents and dealers. Protective and AUL also align in our focus on culture and opportunities for our employees, contributions to our communities and award‑winning customer service. We’re excited to move forward together," Jimmy Atkinson, AUL President and CEO.
AUL was advised by Houlihan Lokey and Patterson Belknap. Protective Life was advised by Maynard Cooper & Gale.
SK Capital, a private investment firm, agreed to acquire Florachem, a manufacturer and supplier of citrus and pine derivatives for formulators of industrial products, from Carmelina Capital, an investment firm. Financial terms were not disclosed.
“Jon Leonard and his team have built a tremendously successful platform with an industry-wide reputation for customer service, reliability, and quality. We look forward to partnering with the Florachem team to continue to service its customer and supplier bases, expand the platform’s reach and capabilities, and accelerate growth," Mario Toukan, SK Capital Managing Director.
SK Capital is advised by Goodwin Procter and BackBay Communications. Debt financing is provided by Stellus Capital Management.
EverWind Fuels, a private developer of green hydrogen and ammonia production, storage facilities and associated transportation assets, completed the acquisition of a terminal in Nova Scotia from NuStar Energy, a publicly traded master limited partnership, for $60m.
"This divestiture, at an attractive valuation in line with prior transactions, is yet another step in our strategic plan to continue optimizing our business, building our financial flexibility and strengthening our balance sheet," Brad Barron, NuStar President and CEO.
Lawson Products-backed TestEquity, a distributor focused on providing the largest and highest quality selection of test and measurement equipment and solutions, completed the acquisition of Interworld Highway, a distributor of major brands of test equipment, for $55m.
“This strategic acquisition is expected to be immediately earnings accretive to TestEquity and to our parent company, Lawson. We also expect this to deliver synergies to our solutions that strengthen product and service capabilities, as well as add to the value proposition for our customers,” Russ Frazee, TestEquity CEO.
Lawson Products was advised by Three Part Advisors.
Imperial Dade, an independent distributor of foodservice packaging, chemicals, janitorial supplies, and equipment, completed the acquisition of the Canadian business of Veritiv, a business-to-business provider of packaging, publishing, and hygiene products. Financial terms were not disclosed.
"We are extremely excited to be entering the Canadian marketplace with such a reputable organization. We look forward to partnering with the Veritiv Canada team and continuing to provide customers with a world-class value proposition and service offering under the Imperial Dade banner. This acquisition is an exciting next step in our ability to serve customers across all of North America," Jason Tillis, Imperial Dade President.
Accel, Bain Capital, Ballistic Ventures, GV, Norwest Venture and True Ventures led a $110m funding round in Veza, a data security platform, with participation from angel investors, including Kevin Mandia, Enrique Salem, Lane Bess, Manoj Apte, Joe Montana, Niels Provos and Karthik Rangarajan.
“When we founded the company two years ago, we were driven to help advance the state of data security for decades to come. Data and security teams have been inundated with tools, and yet have not been able to answer a fundamental question: Who can and should take what action on what data? Thanks to the dedication of our team, and the invaluable feedback from our customers, Veza has demonstrated the power of authorization metadata as the source of truth to help organizations modernize data security for the hybrid multi-cloud era. We are committed to helping enterprises trust confidently so they can unlock the value of their data," Tarun Thakur, Veza CEO and Co-Founder.
Providence Bank & Trust, a banking services provider, completed the merger with The Leaders Bank, a local community bank. Financial terms were not disclosed.
“Our investment in Leaders Bank reflects our ongoing commitment to providing personalized banking services and products at the community level. We’re confident that customers will have a positive banking experience, as we carry on the high level of service that they have grown accustomed to," Steve Van Drunen, Providence Bank President and CEO.
Perrigo, a firm providing over-the-counter self-care and wellness solutions, completed the acquisition of HRA Pharma, a consumer healthcare company, from investment firms Astorg and Goldman Sachs Asset Management for $1.9bn.
"With the addition of HRA and its talented leadership team, Perrigo would be a consumer self-care global leader that is poised to deliver top tier net sales growth and double-digit EPS growth in the near-term while concurrently expanding margins. The complementary geographic footprint of HRA to that of Perrigo would allow for significant and actionable synergies. And it is the totality of these factors that makes the combination of Perrigo and HRA strategically and financially compelling. It's literally a one-of-a-kind opportunity to simultaneously enhance our financial profile, while driving even greater value for consumers, shareholders and the communities in which we work and live," Murray S. Kessler, Perrigo CEO and President.
Perrigo was advised by Centerview Partners, Darrois Villey Maillot Brochier, Wachtell Lipton Rosen & Katz and Brunswick Group. Centerview Partners was advised by Gibson Dunn & Crutcher. HRA Pharma was advised by Dechert. Goldman Sachs Asset Management was advised by Goldman Sachs, Rothschild & Co, Sawaya Capital, Latham & Watkins and Sullivan & Cromwell.
MGM Resorts International, an American global hospitality and entertainment company, offered to acquire LeoVegas, a Swedish mobile gaming company, for $607m.
"We have achieved remarkable success with BetMGM in the US, and with the acquisition of LeoVegas in Europe we will expand our online gaming presence globally. We believe that this offer creates a compelling opportunity that allows the combined teams of MGM Resorts and LeoVegas to accelerate our global digital gaming growth and fully realize the potential of our omnichannel strategy. We look forward to being able to welcome the LeoVegas team to our MGM Resorts family," Bill Hornbuckle, MGM Resorts CEO and President.
MGM Resorts International is advised by Fox Rothschild, Goldman Sachs, Vinge and Weil, Gotshal and Manges. LeoVegas is advised by SEB Corporate Finance and Cederquist.
Jim Ratcliffe, INEOS Chairman and CEO, offered to acquire Chelsea FC, an English professional football club, from Roman Abramovich for £4.25bn ($5.34bn).
"We believe that a club is bigger than its owners who are temporary custodians of a great tradition. With responsibility to the fans and the community. We will invest in Stamford Bridge to make it a world-class stadium, befitting of Chelsea FC. This will be organic and on-going so that we will not move away from the home of Chelsea and risk losing the support of loyal fans. We will continue to invest in the team to ensure we have a first class squad of the world’s greatest players, coaches and support staff, in the men’s and women’s games," Jim Ratcliffe, INEOS Chairman.
ICA Real Estate, a provider of real estate development services, agreed to acquire a 50% stake in Långeberga Logistik from Alecta Fastigheter, a real estate firm, for $117m.
The acquisition gives ICA Real Estate sole right of disposal over the property and ICA Real Estate the ability to develop ICA’s largest logistics property in a more agile way. By virtue of its significance for ICA Gruppen’s operations, Långeberga has been reported as a subsidiary with a minority interest, which means that the acquisition of the minority owner’s shares will have a limited effect on ICA Gruppen’s financial position and result of operations.
Mike Cannon-Brookes, a tech billionaire and climate activist, completed the acquisition of 11% stake in AGL Energy, a gas and electricity provider, for $460m.
"As a result, we intent to vote every AGL share we control at the relevant time against the demerger, and will actively encourage all AGL shareholders to do the same," Mike Cannon-Brookes.
Debt financing was provided by JP Morgan.
DNE Group forms JV to invest $1.2bn in life science parks in China. (FS)
Warburg Pincus, Sequoia Capital and CITIC-backed DNE Group, an infrastructure investor, developer and operator in China, has formed a joint venture with a global institutional investor to invest about $1.2bn in life science parks in China.
DNE Group plans to use the JV to develop and operate high-specification life science parks and provide best-in-class infrastructures and services for China's life science industry, DealStreetAsia reported.
IFC weighs $75m investment in Blackstone-backed Aadhar Housing Finance. (FS)
The International Finance Corporation, an international financial institution that offers investment, advisory, and asset-management services, has proposed to invest up to $75m in Blackstone-backed Aadhar Housing Finance, an affordable housing finance company, DealStreetAsia reported.
The proposed investment, which comprises debt for a tenor of up to 7 years, will be used to provide retail buyers with financing for affordable housing with a focus on the low-income group, the disclosure said.
Vedanta in talks to raise up to $3bn debt in semiconductors push.
Vedanta, a global diversified mining company, is in talks with banks to raise debt of $2.5-$3bn to bolster its semiconductor and display manufacturing plans, DealStreetAsia reported.
"We have financial banking relationships across India. We are talking to them," Akarsh Hebbar, Vedanta Global Managing Director of Display and Semiconductor Business.
ADB Ventures seeks to make first close of $100m debt fund in 2022. (FS)
ADB Ventures, a venture capital arm of the Asian Development Bank, plans to hold the first close of its $100m debt fund this year, DealStreetAsia reported.
Debt fund has garnered interest from commercial entities such as insurance groups, and multinational companies that look to partner with climate technology startups when they expand into the emerging markets of Asia.
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