Fiserv, a US provider of financial services technology, and First Data Corporation, a global leader in commerce-enabling technology, agreed to a $22bn merger to create a global leader in FinTech and payments.
Under the terms of the agreement, First Data shareholders will receive a fixed exchange ratio of 0.303 Fiserv shares for each share of First Data common stock they own, for an equity value of $22bn. This represents $22.74 based on closing prices as of January 15, and a premium of 29% to the five-day volume weighted average price as of that date. Following the close of the transaction, Fiserv shareholders will own 57.5% of the combined company, and First Data shareholders will own 42.5%, on a fully diluted basis. An affiliate of KKR, which controls approximately 39% of the outstanding First Data common stock will own approximately 16% of the newly formed company. KKR owned First Data since 2007 when it jointly acquired it with Bain Capital for $27.5bn.
“Through this transformative combination, we expect to redefine the manner in which people and institutions move money and information,” said Jeffery Yabuki, President and Chief Executive Officer of Fiserv. “We admire First Data for its excellence in merchant acquiring and global issuing services, and the tremendous progress they have made under Frank’s leadership. We expect this combination to catalyze and support an enhanced value proposition for our collective clients and their customers.”
Bank of America Merrill Lynch, Evercore, Latham & Watkins and Simpson Thacher & Bartlett advised First Data Corp. JP Morgan and Sullivan & Cromwell advised Fiserv. Kirkland & Ellis advised KKR.
Sears chairman Eddie Lampert prevailed with $5.2bn rescue bid.
Eddie Lampert, chairman of Sears, an American chain of department stores, prevailed in the bankruptcy auction for the company with a $5.2bn rescue bid. The offer was made through ESL Investments, the hedge fund owned by Mr. Lampert. Sears had believed that previous bids fell short of covering the bills the retailer has racked up since filing for bankruptcy protection in October.
Weil Gotshal and Manges advised Sears. Bank of America Merrill Lynch, Citigroup and RBC provided debt financing.
Koch and Golden Gate Capital invested $1.5bn in Infor.
Koch Industries and Golden Gate Capital invested $1.5bn in Infor, a global leader in business cloud software specialized by industry. This investment builds on Koch's investment of more than $2bn in early 2017, and it represents an important milestone as Infor considers a potential IPO in 2019 or 2020, subject to market conditions.
“Koch was a customer of Infor before we became an investor in the company, and Koch Industries’ companies continue to move their most mission-critical applications to Infor CloudSuites,” said Jim Hannan, Koch Executive Vice President and CEO of Enterprises for Koch Industries. “Infor’s innovative products have helped lead our digital transformation as we continue to deploy them globally for 120,000 employees.”
Mid-Atlantic Dental Partners is a dental support organization dedicated to improving the delivery of dental services for patients in several markets across the US. Mid-Atlantic is a portfolio company of S.C. Goldman & Company.
C. Mitchell Goldman: Chief Executive Officer of Mid-Atlantic commented: “CRG’s thoughtful approach to healthcare investing makes them the ideal partner for Mid-Atlantic as we build a national footprint. Throughout the process, CRG has shown themselves to be creative and flexible and they have provided us with long-term capital that will allow us to grow both organically and through targeted acquisitions.”
Cooley advised CRG. Torreya Capital and Waller Lansden Dortch & Davis advised Mid-Atlantic.
LVL3, a private equity group located in Portland, acquired Hoffman Instrumentation Supply, a provider of components and systems used primarily in the semiconductor, aerospace and defense, government research laboratories, and other industries. No financial terms were disclosed.
Jason Frank, Partner at LVL3 and now CEO of HIS, commented: “We believe that the combined experience of existing management, augmented with LVL3’s resources and experience in relevant markets, provides a unique opportunity for scale. HIS will continue to prioritize existing sale channels while exploring new channels where it can translate core competencies.”
Warren Equity Partners closed its second fund at $310m.
WEP II held its first close in March 2018 and concluded marketing to new investors in September 2018. The final close of WEP II was held in December 2018. The oversubscribed fund includes commitments from a diverse group of new and returning investors including university endowments, pension funds, fund of funds, private foundations and family offices.
“We are grateful for the strong support we received from our investor base during the raise of WEP II,” said Steven Wacaster, Co-Founder and Managing Partner. “Our experienced team and ability to execute on a focused investment strategy attracted a diverse group of high-quality investors. We look forward to continuing our partnerships with management teams to build great companies in WEP II.”
Farallon Capital closing in on $403m Odebracht’s toll roads business acquisition.
Hedge fund Farallon Capital Management is reaching a deal to buy a controlling stake in a toll road operator owned by Brazilian conglomerate Odebrecht for $403m. The deal could be finalized as early as this month.
The deal would entail converting the debt to equity, and an undisclosed mix of cash and an additional variable amount that depends on the performance of the road, which is located in the state of Sao Paulo.
